UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                         Washington, D. C. 20549 - 1004

                                    FORM 10-Q

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT  OF  1934
For  the  quarterly  period  ended  June  30,  2005
                                    ---------------

[  ]   TRANSITION  REPORT  PERSUANT  TO  SECTION  13  OR 15(D) OF THE SECURITIES
EXCHANGE  ACT  OF  1934
For  the  transition  period  from  _____________  to  _____________

                         COMMISSION FILE NUMBER  1-13889
                                                 -------

                             MacDermid, Incorporated
                             -----------------------
             (Exact name of registrant as specified in its charter)

                      Connecticut                          06-0435750
                   --------------                        ------------
          (State or other jurisdiction of              (I.R.S. Employer
         incorporation or organization)              Identification No.)

              1401 Blake St. Denver, Colorado                 80202
              -----------------------------------------------------
          (Address of principal executive offices)           (Zip Code)

        Registrant's telephone number, including area code (720) 479-3060
                                                           --------------

Indicate by check mark whether the registrant (1) has filed all reports required
to  be  filed  by section 13 or 15(d) of the Securities and Exchange Act of 1934
during  the  preceding 12 months (or for such shorter period that the registrant
was  required  to  file  such  reports), and (2) has been subject to such filing
requirements  for  the  past  90  days.

Yes   X    No
    -----     -----
Indicate by check mark whether the registrant is an accelerated filer as defined
in  Rule  12b-2  of  the  Act.

Yes   X    No
    -----     -----

Indicate  the  number  of  shares outstanding of each of the issuer's classes of
common  stock,  as  of  the  latest  practicable  date.

             Class                   Outstanding  at  July  31,  2005
     ----------------------          --------------------------------
     Common  Stock,  no  par  value                  30,485,572

<TABLE>
<CAPTION>

                                         MACDERMID, INCORPORATED
                                                 INDEX

PART I:  Financial Information
<S>                           <C>
Item 1: . . . . Financial Statements (Unaudited):
                Consolidated Statements of Earnings for the three and six-month periods
                  ended June 30, 2005, and 2004.
                Consolidated Balance Sheets as of June 30, 2005 and
                  December 31, 2004.
                Consolidated Statements of Cash Flows for the six-months ended
                  June 30, 2005 and 2004.
                Notes to Consolidated Financial Statements

Item 2: . . . . Management's Discussion and Analysis of Financial Condition and Results of
                  Operations

Item 3: . . . . Quantitative and Qualitative Disclosures About Market Risk

Item 4: . . . . Controls and Procedures

PART II:  Other Information

Item 1: . . . . Legal Proceedings
Item 2: . . . . Unregistered Sales of Equity Securities and Use of Proceeds
Item 3: . . . . Defaults Upon Senior Securities
Item 4: . . . . Submission of Matters to a Vote of Security Holders
Item 5: . . . . Other Information
Item 6: . . . . Exhibits and Reports on Form 8-K

                Signatures
</TABLE>

<TABLE>
<CAPTION>
                                    MACDERMID, INCORPORATED
                              CONSOLIDATED STATEMENTS OF EARNINGS
                   (Amounts in thousands of dollars except per share amounts)
                                          (Unaudited)

                                              Three Months Ended           Six Months Ended
                                                   June 30,                    June 30,
                                         --------------------------  --------------------------
                                             2005          2004          2005          2004
                                         ------------  ------------  ------------  ------------
<S>                                      <C>           <C>           <C>           <C>
Net sales . . . . . . . . . . . . . . .  $   178,281   $   165,053   $   348,528   $   327,065
Cost of sales . . . . . . . . . . . . .       98,255        86,979       190,849       171,465
                                         ------------  ------------  ------------  ------------
    Gross profit. . . . . . . . . . . .       80,026        78,074       157,679       155,600

Operating expenses:
  Selling, technical and administrative       49,907        46,227        96,577        91,587
  Research and development. . . . . . .        6,509         5,196        13,041        10,553
                                         ------------  ------------  ------------  ------------
                                              56,416        51,423       109,618       102,140
                                         ------------  ------------  ------------  ------------
    Operating profit. . . . . . . . . .       23,610        26,651        48,061        53,460

Other income (expense):
  Interest income . . . . . . . . . . .          676           184         1,298           412
  Interest expense. . . . . . . . . . .       (7,725)       (7,848)      (15,369)      (15,667)
  Miscellaneous (expense) income. . . .         (622)          697          (592)          439
                                         ------------  ------------  ------------  ------------
                                              (7,671)       (6,967)      (14,663)      (14,816)

Earnings before income taxes. . . . . .       15,939        19,684        33,398        38,644
Income taxes. . . . . . . . . . . . . .       (4,011)       (6,299)       (9,685)      (12,366)
                                         ------------  ------------  ------------  ------------
Net earnings. . . . . . . . . . . . . .  $    11,928   $    13,385   $    23,713   $    26,278
                                         ============  ============  ============  ============

Earnings per common share:
   Basic. . . . . . . . . . . . . . . .  $      0.39   $      0.44   $      0.78   $      0.87
                                         ============  ============  ============  ============
   Diluted. . . . . . . . . . . . . . .  $      0.39   $      0.43   $      0.77   $      0.85
                                         ============  ============  ============  ============
Weighted average common shares
outstanding:
  Basic . . . . . . . . . . . . . . . .   30,348,830    30,279,910    30,321,662    30,273,670
                                         ============  ============  ============  ============
  Diluted . . . . . . . . . . . . . . .   30,787,829    31,014,374    30,799,337    31,028,527
                                         ============  ============  ============  ============

Dividends declared per common share . .  $      0.06   $      0.04   $      0.12   $      0.08
                                         ============  ============  ============  ============

<FN>
See  accompanying  notes  to  consolidated  financial  statements.
</TABLE>
<TABLE>
<CAPTION>
                             MACDERMID, INCORPORATED
                          CONSOLIDATED  BALANCE  SHEETS
                        (Amounts in thousands of dollars)

                                                   JUNE 30,    DECEMBER 31,
                                                     2005          2004
                                                 -----------  --------------
                                                 (Unaudited)
<S>                                                    <C>         <C>
Assets
------------------------------------------------
Current assets:
Cash and cash equivalents. . . . . . . . . . . .  $  70,114   $     137,829
Accounts receivable, net of allowance
  for doubtful receivables of $11,813
  and $11,822, respectively. . . . . . . . . . .    157,335         142,455
Inventories. . . . . . . . . . . . . . . . . . .    100,079          80,445
Prepaid expenses . . . . . . . . . . . . . . . .     12,019          10,183
Deferred income taxes. . . . . . . . . . . . . .     17,771          18,303
                                                  ----------  --------------
   Total current assets. . . . . . . . . . . . .    357,318         389,215

Property, plant and equipment, net
   of accumulated depreciation of
   $182,063 and $189,167, respectively . . . . .    123,731         110,463
Goodwill . . . . . . . . . . . . . . . . . . . .    244,348         194,287
Intangibles, net of accumulated amortization
   of $12,834 and $11,933, respectively. . . . .     32,971          28,434
Deferred income taxes. . . . . . . . . . . . . .     30,791          34,675
Other assets, net. . . . . . . . . . . . . . . .     14,597          16,645
                                                  ----------  --------------
Total assets . . . . . . . . . . . . . . . . . .  $ 803,756   $     773,719
                                                  ==========  ==============
Liabilities and shareholders' equity
------------------------------------------------
Current liabilities:
Accounts payable . . . . . . . . . . . . . . . .  $  61,212   $      55,944
Accrued compensation . . . . . . . . . . . . . .     13,960          12,370
Accrued interest . . . . . . . . . . . . . . . .     12,860          12,700
Accrued income taxes payable . . . . . . . . . .      9,653           7,293
Other current liabilities. . . . . . . . . . . .     55,227          40,805
                                                  ----------  --------------
   Total current liabilities . . . . . . . . . .    152,912         129,112

Long-term debt and capital lease obligations . .    301,227         301,077
Retirement benefits, less current portion. . . .     25,248          26,588
Deferred income taxes. . . . . . . . . . . . . .      7,953           9,267
Other long-term liabilities. . . . . . . . . . .      4,334           3,644
                                                  ----------  --------------
   Total liabilities . . . . . . . . . . . . . .    491,674         469,688
                                                  ----------  --------------
Shareholders' equity
------------------------------------------------
Common stock, authorized 75,000,000
   shares, issued 46,978,670 at June 30,
   2005, and 46,838,700 shares at December
   31, 2004, at stated value of $1.00 per share.     46,979          46,839
Additional paid-in capital . . . . . . . . . . .     37,222          33,053
Retained earnings. . . . . . . . . . . . . . . .    347,147         327,080
Accumulated other comprehensive (loss) income. .     (4,586)         11,772
Less - cost of common shares held in
   treasury, 16,546,763 at June 30, 2005,
   16,547,686 at December 31, 2004 . . . . . . .   (114,680)       (114,713)
                                                  ----------  --------------
   Total shareholders' equity. . . . . . . . . .    312,082         304,031
                                                  ----------  --------------
Total liabilities and shareholders' equity . . .  $ 803,756   $     773,719
                                                  ==========  ==============
<FN>
See  accompanying  notes  to  consolidated  financial  statements.
</TABLE>

<TABLE>
<CAPTION>

                             MACDERMID, INCORPORATED
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                        (Amounts in thousands of dollars)
                                   (Unaudited)
<S>                                               <C>        <C>
                                                Six Months Ended June 30,
                                                ------------------------
                                                     2005      2004
                                                ----------   ----------
Net cash flows from operating activities:
Net earnings . . . . . . . . . . . . . . . . . .  $ 23,713   $26,278
Adjustments to reconcile net income to
net cash provided by operating activities:
   Depreciation. . . . . . . . . . . . . . . . .     7,617     8,114
   Amortization. . . . . . . . . . . . . . . . .     1,788     1,451
   Provision for bad debts . . . . . . . . . . .       738     1,507
   Deferred income taxes . . . . . . . . . . . .       625       128
   Stock compensation expense. . . . . . . . . .     4,050     3,032
   In-process research and development . . . . .       386         -
Changes in assets and liabilities
   Increase in receivables . . . . . . . . . . .   (11,414)   (6,824)
   Increase in inventories . . . . . . . . . . .    (7,948)   (2,269)
   Decrease (increase) in prepaid expenses . . .        71    (1,210)
   Increase (decrease) in accounts payable . . .     1,016    (3,117)
   Increase (decrease) in accrued expenses . . .     1,542    (1,411)
   Increase in income tax liabilities. . . . . .     2,024     3,943
   Other . . . . . . . . . . . . . . . . . . . .     2,660     4,508
                                                  ---------  --------
   Net cash flows provided by operating
activities . . . . . . . . . . . . . . . . . . .    26,868    34,130

Cash flows from investing activities:
Capital expenditures . . . . . . . . . . . . . .    (7,826)   (2,981)
   Proceeds from disposition of fixed assets . .       778       537
   Acquisition of business, net of cash acquired   (89,270)        -
   Disposition of business . . . . . . . . . . .       263         -
                                                  ---------  --------
   Net cash flows used in investing activities .   (96,055)   (2,444)

Cash flows from financing activities:
   Net short-term borrowings (repayments). . . .    10,912      (498)
   Proceeds from long-term borrowings. . . . . .         -        25
   Repayments of long-term borrowings. . . . . .      (255)     (267)
   Issuance from treasury shares . . . . . . . .        33        31
   Proceeds from exercise of stock options . . .       260       285
   Dividends paid. . . . . . . . . . . . . . . .    (3,031)   (1,212)
                                                  ---------  --------
Net cash flows provided by
   (used in) financing activities. . . . . . . .     7,919    (1,636)

Effect of exchange rate changes on cash
   and cash equivalents. . . . . . . . . . . . .    (6,447)     (425)
                                                  ---------  --------
Net (decrease) increase in
   cash and cash equivalents . . . . . . . . . .   (67,715)   29,625
Cash and cash equivalents at beginning of
   period. . . . . . . . . . . . . . . . . . . .   137,829    61,294
                                                  ---------  --------
Cash and cash equivalents at end of period . . .  $ 70,114   $90,919
                                                  =========  ========
Cash paid for interest . . . . . . . . . . . . .  $ 14,731   $15,078
                                                  =========  ========
Cash paid for income taxes . . . . . . . . . . .  $  7,627   $ 5,355
                                                  =========  ========
<FN>
See  accompanying  notes  to  consolidated  financial  statements.
</TABLE>


                             MACDERMID, INCORPORATED
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
          (In thousands of dollars, except share and per share amounts)

NOTE  1.     Summary  of  Significant  Accounting  Policies

The  accompanying unaudited consolidated financial statements reflect all normal
and  recurring  adjustments that are, in the opinion of management, necessary to
present  fairly  the  financial  position  of  MacDermid,  Incorporated  and its
subsidiary  companies as of June 30, 2005, and the results of operations for the
three-  and  six-month  periods  ended  June 30, 2005, and 2004.  The results of
operations for these periods are not necessarily indicative of trends, or of the
results  to  be  expected  for  the full year.  Certain information and footnote
disclosures  normally  included  in  financial statements prepared in accordance
with  accounting  principles  generally accepted in the United States of America
have  been  omitted.  These  financial  statements should be read in conjunction
with  the  consolidated  financial  statements and notes thereto included in our
Annual  Report  for  the  year  ended  December  31,  2004.

Unless otherwise noted in this report, any description of us includes MacDermid,
Inc.  (MacDermid)  as  a  consolidated  entity,  the  Advanced Surface Finishing
segment  (ASF),  the  MacDermid  Printing Solutions segment (MPS), and our other
corporate  entities.

Certain  amounts  in  our  2004 results have been reclassified to conform to the
current  year  presentation.

NOTE  2.     Acquisitions

On  June  14,  2005,  we  acquired  Autotype  International  Ltd. and associated
entities  ("Autotype")  from Norcros Industry (International) Limited of the UK.
The Autotype business acquired is a high technology producer of specialty coated
film  products  for  the  electronics  and  printing industries. In electronics,
Autotype  is  a  producer of hard coated films for the membrane switch and touch
screen  markets.  In  printing, Autotype provides high quality stencil materials
and  digital pre-press products for screen printing.  We recorded total payments
and  acquisition  costs of $96,692 for this acquisition (net payments of $91,803
adjusted  for  cash  acquired).  $3,283 was accrued for outstanding purchase and
acquisition  costs  as  of June 30, 2005.

This  acquisition was accounted for under the purchase method of accounting, and
accordingly,  the  purchase was allocated to the acquired assets and liabilities
based  on  preliminary  estimates of the fair values of the assets purchased and
liabilities  assumed as of the date of acquisition. The estimated purchase price
allocations  are  subject  to  adjustment,  generally  within  one  year  of the
acquisition  date.  Preliminary  allocation of the purchase price is as follows:


<TABLE>
<CAPTION>
<S>                             <C>
                                 At June 14,
                                    2005
                                -------------
Current assets, net of cash
   acquired. . . . . . . . . .  $     31,316
Fixed assets and other . . . .        19,535
Intangible assets. . . . . . .         4,449
Acquired in-process
   research and development. .           386
Goodwill . . . . . . . . . . .        50,061
                                -------------
     Total assets acquired . .       105,747

Current liabilities. . . . . .       (12,232)
Long-term debt . . . . . . . .          (377)
Deferred tax liability . . . .        (1,335)
                                -------------
     Total liabilities assumed       (13,944)
                                -------------
Net assets acquired. . . . . .        91,803
                                =============
</TABLE>

The  results  of  operations  from the Autotype acquisition were included in the
accompanying  Consolidated  Financial  Statements since the acquisition date and
were  not  material.

In June of 2005, we also acquired a marketing distribution channel for our North
American  printing blankets business for $995.  Of this amount, $245 was accrued
for  outstanding  acquisition  costs  as  of  June  30,  2005.

NOTE  3.     Earnings  Per  Common  Share  and  Other  Common  Share Information

Earnings  per  share ("EPS") is calculated based upon net earnings available for
common  shareholders.  The computation of basic earnings per share is based upon
the  weighted  average  number of outstanding common shares.  The computation of
diluted  earnings  per  share  is  based  upon  the  weighted  average number of
outstanding  common shares plus the effect of all dilutive contingently issuable
common  shares  from  stock  options,  stock  awards  and  warrants  that  were
outstanding  during  the  period,  under  the treasury stock method.  Options to
purchase  2,418,015  and 1,287,100 shares of common stock were outstanding as of
June  30, 2005, and 2004, respectively, but were not included in the computation
of  diluted  EPS  because  those  options  would be antidilutive based on market
prices  as  of  June  30,  2005,  and  2004,  respectively.

The  following table reconciles basic weighted-average common shares outstanding
to  diluted  weighted-average  common  shares  outstanding:

<TABLE>
<CAPTION>
<S>                               <C>         <C>           <C>         <C>
                              Three Months Ended June 30,   Six Months Ended June 30,
                               --------------------------  -------------------------
                                     2005        2004          2005        2004
                                  ----------  ----------    ----------  ----------
Basic common shares. . . . . . .  30,348,830  30,279,910    30,321,662  30,273,670
Dilutive effect of stock options     438,999     734,464       477,675    754, 857
                                  ----------  ----------    ----------  ----------
Diluted common shares. . . . . .  30,787,829  31,014,374    30,799,337  31,028,527
</TABLE>

NOTE  4.     Stock-Based  Plans

We  grant  stock  options  and stock awards to our Board of Directors and to our
employees.   The  stock  awards are granted at fair market value and the related
expense  is  recognized  at the date of grant.  The amount of expense related to
stock  awards  recognized during the three- and six-month periods ended June 30,
2005 was $135.  During the three- and six-month periods ended June 30, 2004, the
amount  of  expense related to stock awards recognized was $70.  Effective April
1,  2001,  we adopted the fair value expense recognition provisions of Statement
of  Financial  Accounting  Standards  No.  123,  Accounting  for  Stock  Based
Compensation  ("FAS 123"), prospectively, to all stock options granted, modified
or  settled  after April 1, 2001.  Accordingly, compensation expense is measured
using  the  fair  value  at the date of grant for options granted after April 1,
2001.  The  resulting  expense is amortized over the period in which the options
are  earned.  During  the  three-  and six-month periods ended June 30, 2005, we
charged  $1,873  and  $3,915, respectively, to expense related to stock options.
For  the  same  periods  in  the  prior  year,  we  charged  $1,473  and $2,962,
respectively,  to expense related to stock options.  Previously, and since April
1,  1996, we had adopted the disclosure requirements of FAS 123 and continued to
account  for our stock options by applying the expense recognition provisions of
APB  Opinion  No.  25,  Accounting  for  Stock  Issued  to Employees ("APB 25").

Had  we  used  the  fair  value expense recognition method of accounting for all
stock  options granted under our plans between April 1, 1996, and April 1, 2001,
net  earnings  and  net  earnings  per common share for the three- and six-month
periods  ended June 30, 2005, and 2004, would have been reduced to the following
pro  forma  amounts:

<TABLE>
<CAPTION>
<S>                                          <C>       <C>       <C>       <C>

                                             Three Months Ended    Six Months Ended
                                                   June 30,            June 30,
                                             ------------------  ------------------
                                                2005      2004      2005      2004
                                             --------  --------  --------  --------
Net earnings available for common
shareholders as reported. . . . . . . . . .  $11,928   $13,385   $23,713   $26,278
                                             --------  --------  --------  --------
Add: stock based employee compensation
expense included in reported net income,
net of related tax effects. . . . . . . . .    1,330     1,001     2,876     2,062

Deduct: total stock based employee
compensation expense determined under
fair value based method for all awards, net
of related tax effects. . . . . . . . . . .   (1,330)   (1,001)   (2,876)   (2,140)
                                             --------  --------  --------  --------
Pro forma net earnings. . . . . . . . . . .  $11,928   $13,385   $23,713   $26,200
                                             ========  ========  ========  ========

Net earnings per common share:
  Basic
    As reported . . . . . . . . . . . . . .  $  0.39   $  0.44   $  0.78   $  0.87
    Pro forma . . . . . . . . . . . . . . .  $  0.39   $  0.44   $  0.78   $  0.87
  Diluted
    As reported . . . . . . . . . . . . . .  $  0.39   $  0.43   $  0.77   $  0.85
    Pro forma . . . . . . . . . . . . . . .  $  0.39   $  0.43   $  0.77   $  0.84
</TABLE>

NOTE  5.     Goodwill  and  Other  Intangible  Assets

Acquired  intangible  assets  as of June 30, 2005, and December 31, 2004, are as
follows:

<TABLE>
<CAPTION>
                                                      AS OF
                                JUNE 30, 2005                             DECEMBER 31, 2004
            ---------------------------------------------  ----------------------------------------
            Gross Carrying       Accumulated        Net    Gross Carrying    Accumulated      Net
            Amount              Amortization       Amount   Amount           Amortization    Amount
            ---------------  -------------------  -------  ---------------  --------------  -------
<S>         <C>              <C>                  <C>      <C>              <C>             <C>
Patents. .  $        17,566  $           (8,674)  $ 8,892  $        17,566  $      (8,087)  $ 9,479
Trademarks           20,138              (2,243)   17,895           20,135         (2,115)   18,020
Others . .            8,101              (1,917)    6,184            2,666         (1,731)      935
            ---------------  -------------------  -------  ---------------  --------------  -------
   Total .  $        45,805  $          (12,834)  $32,971  $        40,367  $     (11,933)  $28,434
            ===============  ===================  =======  ===============  ==============  =======
</TABLE>


Included  in  the  table above is the net carrying amount of $16,233 at June 30,
2005, and December 31, 2004, for trademarks which are not being amortized due to
the  indefinite life associated with these assets.  Amortization expense related
to  amortization of intangible assets for the three- and six-month periods ended
June  30, 2005 was $427 and $836, respectively.  Amortization for the three- and
six-months  periods  ended  June  30,  2004  was  $441  and  $878, respectively.

Useful  lives  for  amortizable  patents  are  approximately  15  years.  Other
intangible  assets  have  useful  lives  of  5  to  30  years.

Amortization expense for intangible assets is expected to range from $2,600 down
to  $1,600  over  the  next  five  years.

The  goodwill  carrying  amount  for  the Advanced Surface Finishing segment was
$122,157  as  of  June  30,  2005, and December 31, 2004.  The goodwill carrying
amount  for  the Printing Solutions segment was $72,130 as of June 30, 2005, and
December  31,  2004.  As  a  result of the June 2005 acquisition of Autotype, we
recorded  $50,060  in  goodwill.  The  allocation  of  the  goodwill between the
Advanced  Surface  Finishing  and  Printing  Solutions segments has not yet been
determined.  The  total carrying value of goodwill at June 30, 2005 and December
31,  2004  was  $244,348  and  $194,287,  respectively.

Statement  of  Financial  Accounting  Standards  No.  142,  Goodwill  and  Other
Intangible  Assets  (SFAS  No.  142), stipulates that we are required to perform
goodwill and other intangible asset impairment tests on at least an annual basis
and  more  frequently  in  certain  circumstances.  We  will  perform our annual
impairment testing for 2005 during our fourth fiscal quarter.  Currently, we are
not aware of any event that occurred since our last impairment testing date that
would  have  caused  our  goodwill  or  intangible  assets  to  become impaired.

NOTE  6.     Comprehensive  Income

The  components  of  comprehensive  income  for the three- and six-month periods
ended  June  30,  2005,  and  2004,  are  as  follows:

<TABLE>
<CAPTION>

                                            Three Months Ended    Six Months Ended
                                                  June 30,            June 30,
                                           -------------------  -------------------
                                               2005      2004       2005      2004
                                           ---------  --------  ---------  --------
<S>                                        <C>        <C>       <C>        <C>
Net earnings. . . . . . . . . . . . . . .  $ 11,928   $13,385   $ 23,713   $26,278
Other comprehensive income:
   Other. . . . . . . . . . . . . . . . .       545         -        709         -
  Foreign currency translation adjustment   (10,288)   (2,997)   (17,067)   (2,397)
                                           ---------  --------  ---------  --------
Comprehensive income. . . . . . . . . . .  $  2,185   $10,388   $  7,355   $23,881
                                           =========  ========  =========  ========
</TABLE>

NOTE  7.     Segment  Reporting
We  operate  on  a  worldwide  basis,  supplying  proprietary  chemicals for two
distinct  segments,  Advanced  Surface  Finishing and Printing Solutions.  These
segments  are  managed  separately as each segment has differences in technology
and  marketing strategies.  Chemicals supplied by the Advanced Surface Finishing
segment  are  used  for  cleaning, activating, polishing, mechanical plating and
galvanizing,  electro-plating,  phosphatising, stripping and coating, filtering,
anti-tarnishing  and  rust  retarding  for metal and plastic surfaces associated
with  automotive  and  industrial  applications.  The Advanced Surface Finishing
segment  also  supplies  chemicals  for etching copper and imprinting electrical
patterns for various electronics applications and lubricants and cleaning agents
associated  with  offshore oil and gas operations.  The June 2005 acquisition of
Autotype further augments this segment by adding production of hard coated films
for  the  membrane switch and touch screen markets. The products supplied by the
Printing  Solutions  segment  include offset printing blankets and photo-polymer
plates  used  in packaging and newspaper printing, offset printing applications,
and  digital  printers  and  related  supplies.  The  June  2005  acquisition of
Autotype added high quality stencil materials and digital pre-press products for
screen  printing.  Net  sales for all of our products fall into one of these two
business  segments.

The  results  of  operations for each business segment include certain corporate
operating  costs  which  are allocated based on the relative burden each segment
bears  on  those  costs.  Identifiable  assets  for  each  business  segment are
reconciled  to total consolidated assets including unallocated corporate assets.
Unallocated  corporate assets consist primarily of deferred tax assets, deferred
bond  financing  fees and certain other long term assets not directly associated
with  the  support of the individual segments.  At June 30, 2005 the unallocated
corporate  assets  also  includes the goodwill from the Autotype acquisition, as
the allocation between segments has not yet been determined.  Intersegment loans
and  accounts  receivable are included in the calculation of identifiable assets
and  are  eliminated  separately.



<TABLE>
<CAPTION>

                                       Three Months Ended    Six Months Ended
                                             June 30,            June 30,
                                     --------------------  --------------------
                                         2005       2004       2005       2004
                                     ---------  ---------  ---------  ---------
<S>                                      <C>        <C>        <C>        <C>
Results of operations by segment:
Net sales:
  Advanced Surface Finishing
   Total segment net sales. . . . .  $105,744   $ 98,377   $207,052   $193,932
   Intersegment sales . . . . . . .    (2,411)    (2,001)    (4,578)    (4,068)
                                     ---------  ---------  ---------  ---------
  Net external sales for the segment  103,333     96,376    202,474    189,864

  Printing Solutions. . . . . . . .    74,948     68,677    146,054    137,201
                                     ---------  ---------  ---------  ---------
 Consolidated net sales . . . . . .  $178,281   $165,053   $348,528   $327,065
                                     =========  =========  =========  =========
Operating profit (loss):
   Advanced Surface Finishing . . .  $ 16,705   $ 15,729   $ 30,840   $ 30,466
   Printing Solutions . . . . . . .     6,905     10,922     17,221     22,994
                                     ---------  ---------  ---------  ---------
     Consolidated operating profit.  $ 23,610   $ 26,651   $ 48,061   $ 53,460
                                     =========  =========  =========  =========
</TABLE>


<TABLE>
<CAPTION>
                                          AS OF
                                  JUNE 30,    DECEMBER 31,
                                    2005            2004
                                 ----------  --------------
<S>                                 <C>             <C>
Identifiable assets by segment:
Advanced Surface Finishing. . .  $ 531,029   $     499,119
Printing Solutions. . . . . . .    261,374         277,488
Unallocated corporate assets. .    151,472         132,035
Intercompany eliminations . . .   (140,119)       (134,923)
                                 ----------  --------------
   Consolidated assets. . . . .  $ 803,756   $     773,719
                                 ==========  ==============
</TABLE>

NOTE  8.      Inventories

The  major  components  of  inventory as of June 30, 2005 and December 31, 2004,
were  as  follow:

<TABLE>
<CAPTION>
                              JUNE 30,        DECEMBER 31,
                                2005                2004
                              --------        ------------
<S>                           <C>                <C>
Finished goods . . . . . .    $ 57,101       $      43,802
Raw materials and supplies      37,183              29,563
Equipment. . . . . . . . .       5,795               7,080
                              --------       -------------
Inventories. . . . . . . .    $100,079       $      80,445
                              ========       =============
</TABLE>

NOTE  9.      Pension  and  Postretirement  Benefits  Plans

The  following  tables  show  the components of the net periodic pension benefit
costs  we  incurred in the three- and six-month periods ended June 30, 2005, and
2004:
<TABLE>
<CAPTION>
                                             Three Months Ended June 30,
                                     -------------------------------------------
                                             2005                   2004
                                     ---------------------   -------------------
                                      DOMESTIC     FOREIGN   DOMESTIC    FOREIGN
                                     ---------  ----------  ---------  ---------
<S>                                     <C>        <C>         <C>        <C>
Net periodic benefit cost:
Service Costs . . . . . . . . . . .  $    939   $     144   $    936   $    130
Interest Costs. . . . . . . . . . .       895         815        898        694
Expected return on plan assets. . .      (798)       (807)      (876)      (805)
Amortization of prior service costs         6           -          6          -
Recognized actuarial (gain)/loss. .        83          55         83        194
                                     ---------  ----------  ---------  ---------
Net periodic benefit cost . . . . .  $  1,125   $     207   $  1,047   $    213
                                     =========  ==========  =========  =========
</TABLE>

<TABLE>
<CAPTION>
                                             Six Months Ended June 30,
                                     -------------------------------------------
                                             2005                   2004
                                     ---------------------   -------------------
                                      DOMESTIC     FOREIGN   DOMESTIC    FOREIGN
                                     ---------  ----------  ---------  ---------
<S>                                    <C>        <C>         <C>        <C>
Net periodic benefit cost:
Service Costs . . . . . . . . . . .  $  1,875   $     288   $  1,872   $    260
Interest Costs. . . . . . . . . . .     1,793       1,630      1,796      1,388
Expected return on plan assets. . .    (1,596)     (1,614)    (1,752)    (1,610)
Amortization of prior service costs        12           -         12          -
Recognized actuarial (gain)/loss. .       166         341        166        388
                                     ---------  ----------  ---------  ---------
Net periodic benefit cost . . . . .  $  2,250   $     645   $  2,094   $    426
                                     =========  ==========  =========  =========
</TABLE>

The  estimated  net  periodic benefit cost for our other postretirement benefits
was  $160 for the three- and six-months ended June 30, 2005.  For the three- and
six-months  ended June 30, 2004, the estimated net periodic benefit cost for our
other  postretirement  benefits  was  $320.

We  previously disclosed in our financial statements for the year ended December
31,  2004,  that  we expected to contribute $5,500 to our pension plans in 2005.
As of June 30, 2005, $1,015 of contributions has been made.  We currently expect
to  contribute  $4,380  to  our  pension  plans  during  the  remainder of 2005.

In  May  2004,  the  FASB  issued  Staff  Position No. FAS 106-2, Accounting and
Disclosure  Requirements Related to the Medicare Prescription Drug, Improvement,
and Modernization Act of 2003, ("FAS 106-2").  We adopted FAS 106-2 in the third
quarter  of  2004, and, at that time, we were unable to assess the impact to our
financial  statements  from  the adoption because the legislation related to the
exact  calculation  of  a  Federal  subsidy  for  qualifying  plans had not been
finalized.  We  have  since determined that the effect of this adoption will not
be  material  in  fiscal  year  2005.

NOTE  10.     Contingencies,  Environmental  and  Legal  Matters

Environmental  Issues:

The  nature  of  our  operations, as manufacturers and distributors of specialty
chemical products and systems, expose us to the risk of liability or claims with
respect to environmental cleanup or other matters, including those in connection
with  the disposal of hazardous materials.  As such, we are subject to extensive
U.S.  and  foreign laws and regulations relating to environmental protection and
worker  health  and  safety,  including those governing discharges of pollutants
into  the air and water, the management and disposal of hazardous substances and
wastes,  and the cleanup of contaminated properties.  We have incurred, and will
continue  to incur, significant costs and capital expenditures in complying with
these  laws  and  regulations.  We  could  incur  significant  additional costs,
including  cleanup  costs, fines, sanctions, and third-party claims, as a result
of  violations  of  or liabilities under environmental laws.  In order to ensure
compliance  with  applicable  environmental,  health  and  safety  laws  and
regulations, we maintain a disciplined environmental and occupational safety and
health  compliance  program,  which  includes  conducting  regular  internal and
external audits at our plants to identify and categorize potential environmental
exposure.

We  are named as a potentially responsible party ("PRP") at two Superfund sites,
Fike-Artel  in Nitro, West Virginia and Solvent Recovery Service in Southington,
Connecticut.  There  are  many other PRPs involved at these sites.  With respect
to  both  of these sites,  we have entered into cost sharing agreements with the
applicable  PRP groups and our allocated cost share with regard to each of these
sites  is  deminimus  at  0.2%.  Our  ongoing  costs  with  respect to each site
generally  range  from  about $2-$4 thousand dollars per quarter. As a result of
the deminimus nature of the costs, no specific reserve has been established.  We
have  also  been  contacted  with  requests  for  information with regard to two
additional  sites,  Whitney Barrel in Massachusetts and the Lake Calumet Cluster
site  in  Illinois.  We  have found no information connecting the Company or its
subsidiaries  to  these  sites  and  the  Company  has not received a PRP notice
regarding  these  two  additional  sites.  As  a  result,  no  reserve is deemed
appropriate  in  this  regard  at  this  time.  While the ultimate costs of such
liabilities are difficult to predict, we do not expect that our costs associated
with  these  sites  will  be  material.

In  addition,  some  of  our  facilities  have  an  extended history of chemical
processes  or  other  industrial activities.  Contaminants have been detected at
some  of  these  sites,  with  respect  to which we are conducting environmental
investigations  and/or  cleanup  activities.  These  sites include certain sites
acquired  in  the  December  1998,  acquisition  of  W. Canning plc, such as the
Kearny,  New  Jersey  and  Waukegan,  Illinois  sites.  We  have  established an
environmental remediation reserve of $1,700, predominantly attributable to those
Canning  sites  that  we  believe  will require environmental remediation.  With
respect  to those sites, we also believe that our Canning subsidiary is entitled
under  the  Acquisition  Agreement  ("the  acquisition agreement") to withhold a
deferred  purchase price payment of approximately $1,600.  We estimate the range
of  cleanup  costs  at  the  Canning  sites  between  $2,000 and $5,000 and have
recorded  a  $3,300  accrual  (comprised of the foregoing $1,700 reserve and the
$1,600  deferred  purchase  price)  related  to  these  costs,  representing
management's  best  estimate  of  total costs within this range.  Investigations
into  the  extent  of  contamination, however, are ongoing with respect to these
sites.  To the extent our liabilities exceed the $1,600 deferred purchase price,
we may be entitled to additional indemnification payments.  Such recovery may be
uncertain, however, and would likely involve significant litigation expense.  We
have  instituted  an  arbitration to enforce the obligations of other parties to
the  acquisition agreement concerning the remediation of the Kearney, New Jersey
and  Waukegan,  Illinois  sites.  The  arbitration  was  concluded  with  a
confirmation,  in  our favor, that the former primary shareholders of the entity
that  operated  the Kearney, New Jersey site are responsible for its remediation
to  applicable  state  standards  and  an  order  to  establish  a time line for
completion of the remediation.  We expect that the remediation will take several
years.  We are continuing to monitor the environmental condition at the Waukegan
site.  Significant  remediation  activities  have  already been concluded on the
Waukegan  site;  however,  it  has  not  yet  been determined whether additional
remediation  activities  will  be  required.  We  are  also  in  the  process of
characterizing  contamination  at  our Huntingdon Avenue, Waterbury, Connecticut
site,  which  was closed in the quarter ended September 30, 2003.  The extent of
required  remediation  activities at the Huntingdon Avenue site has not yet been
determined.  We have recorded a reserve of $645 with regard to this remediation.
We  do  not  anticipate  that  we  will  be materially affected by environmental
remediation  costs,  or any related claims, at any contaminated sites, including
the Canning sites and the Huntingdon Avenue, Waterbury, Connecticut site.  It is
difficult,  however,  to  predict  the  final  costs and timing of costs of site
remediation.  Ultimate  costs  may vary from current estimates and reserves, and
the  discovery  of  additional  contaminants  at  these  or  other  sites or the
imposition  of  additional  cleanup  obligations, or third-party claims relating
thereto,  could  result  in  significant  additional  costs.

Legal  Proceedings:

From  time  to  time there are various legal proceedings pending against us.  We
consider  all  such proceedings to be ordinary litigation incident to the nature
of our business.  Certain claims are covered by liability insurance.  We believe
that  the  resolution  of  these claims, to the extent not covered by insurance,
will not individually or in the aggregate, have a material adverse effect on its
financial  position  or  results  of  operations.  To  the  extent  reasonably
estimable,  reserves  have been established regarding pending legal proceedings.
On  July  25,  2005,  the  Company  settled  a litigation which had been brought
against  the  Company  by  a  supplier in exchange for a payment of $5,000.  The
litigation  had  arisen  as  a  result  of a contractual dispute. The underlying
contract  and the dispute had been inherited by a Company subsidiary as a result
of  the  acquisition  of  PTI, Inc. in December 1999. The Company had previously
reserved  $2,500  as  a contingency in this litigation. As a result, the Company
has  taken  an  additional  charge of $2,500 against its second quarter results.
Payment  of the full settlement amount will be made in the third quarter of this
year.

NOTE  11.     Guarantor  Financial  Statements

MacDermid,  Inc.  ("Issuer")  issued  9  1/8%  Senior  Subordinated Notes ("Bond
Offering")  effective  June 20, 2001, for the face amount of $301,500, which pay
interest  semiannually  on  January  15th and July 15th and mature in 2011.  The
proceeds  were  used to pay down existing long-term debt.  This Bond Offering is
guaranteed  by substantially all existing and future directly or indirectly 100%
owned  domestic  restricted subsidiaries of MacDermid, Inc. ("Guarantors").  The
Guarantors,  fully,  jointly  and  severally,  irrevocably  and  unconditionally
guarantee  the performance and payment when due of all the obligations under the
Bond  Offering.  Our  foreign subsidiaries ("Non-Guarantors") are not guarantors
of  the  indebtedness  under  the  Bond  Offering.

The  equity  method  was  used by MacDermid, Inc. with respect to investments in
subsidiaries  for  these  financial statements.  The equity method also has been
used  by  subsidiary  guarantors  with  respect  to investments in non-guarantor
subsidiaries.  Financial statements for subsidiary guarantors are presented as a
combined  entity.  The  financial  information  includes  certain allocations of
revenues  and  expenses  based  on  management's  best  estimates, which are not
necessarily indicative of the financial position, results of operations and cash
flows  that  these  entities  would  have  achieved  on  a  stand-alone  basis.
Therefore,  these statements should be read in conjunction with the consolidated
financial  statements  and  notes  thereto included in our Annual Report for the
year  ended  December  31,  2004.

The  following financial information sets forth our Consolidating Balance Sheets
as  of  June  30,  2005,  and  December  31,  2004;  the Condensed Consolidating
Statements  of  Earnings  for  the  three- and six-month periods ending June 30,
2005, and 2004; and the Condensed Consolidating Statements of Cash Flows for the
six  months  ending  June  30,  2005,  and  2004.


<TABLE>
<CAPTION>

CONSOLIDATED  STATEMENTS  OF  EARNINGS
THREE  MONTHS  ENDED  JUNE  30,  2005
(Unaudited)


                                                                                        MACDERMID
                                          GUARANTOR     NON-GUARANTOR                 INCORPORATED
                               ISSUER    SUBSIDIARIES   SUBSIDIARIES   ELIMINATIONS   SUBSIDIARIES
                               --------  -------------  -------------  -------------  -------------
<S>                            <C>       <C>            <C>            <C>            <C>
Net sales . . . . . . . . . .  $22,301         48,456        114,068         (6,544)       178,281
Cost of sales . . . . . . . .   15,024         24,165         65,610         (6,544)        98,255
                               --------  -------------  -------------  -------------  -------------
Gross profit. . . . . . . . .    7,277         24,291         48,458              -         80,026

Operating expenses:
Selling, technical and
  administrative. . . . . . .   10,198         11,370         28,339              -         49,907
Research and development. . .    1,562          2,378          2,569              -          6,509
                               --------  -------------  -------------  -------------  -------------
                                11,760         13,748         30,908              -         56,416
                               --------  -------------  -------------  -------------  -------------
Operating (loss) profit . . .   (4,483)        10,543         17,550              -         23,610

Equity in earnings of
  subsidiaries. . . . . . . .   16,660         11,273              -        (27,933)             -
Interest income . . . . . . .      360              8            308              -            676
Interest expense. . . . . . .   (7,574)           (24)          (127)             -         (7,725)
Miscellaneous income. . . . .        -
(expense), net. . . . . . . .       74             36           (732)             -           (622)
                               --------  -------------  -------------  -------------  -------------
                                 9,520         11,293           (551)       (27,933)        (7,671)
                               --------  -------------  -------------  -------------  -------------

Earnings (loss) before taxes.    5,037         21,836         16,999        (27,933)        15,939
Income tax benefit
(expense) . . . . . . . . . .    6,891         (5,176)        (5,726)             -         (4,011)
                               --------  -------------  -------------  -------------  -------------
Net earnings (loss) . . . . .  $11,928         16,660         11,273        (27,933)        11,928
                               ========  =============  =============  =============  =============
</TABLE>

<TABLE>
<CAPTION>

CONSOLIDATED  STATEMENTS  OF  EARNINGS
THREE  MONTHS  ENDED  JUNE  30,  2004
(Unaudited)

                                                                                             MACDERMID
                                          GUARANTOR      NON-GUARANTOR                     INCORPORATED
                               ISSUER    SUBSIDIARIES    SUBSIDIARIES    ELIMINATIONS    AND SUBSIDIARIES
                               --------  --------------  --------------  --------------  ------------------
<S>                              <C>          <C>             <C>             <C>             <C>
Net sales . . . . . . . . . .  $23,819   $      42,114   $     103,525   $      (4,405)  $         165,053
Cost of sales . . . . . . . .   15,374          17,832          58,178          (4,405)             86,979
                               --------  --------------  --------------  --------------  ------------------
Gross profit. . . . . . . . .    8,445          24,282          45,347               -              78,074

Operating expenses:
Selling, technical and
  administrative. . . . . . .   11,625           7,793          26,809               -              46,227
Research and development. . .    1,622           1,831           1,743               -               5,196
                               --------  --------------  --------------  --------------  ------------------
                                13,247           9,624          28,552               -              51,423
                               --------  --------------  --------------  --------------  ------------------
Operating (loss) profit . . .   (4,802)         14,658          16,795               -              26,651

Equity in earnings of
  subsidiaries. . . . . . . .   22,077          11,916               -         (33,993)                  -
Interest income . . . . . . .       94               3              87               -                 184
Interest expense. . . . . . .   (7,783)          1,226          (1,291)              -              (7,848)
Miscellaneous income
(expense), net. . . . . . . .      632            (152)            217               -                 697
                               --------  --------------  --------------  --------------  ------------------
                                15,020          12,993            (987)        (33,993)             (6,967)
                               --------  --------------  --------------  --------------  ------------------

Earnings (loss) before taxes.   10,218          27,651          15,808         (33,993)             19,684
Income tax benefit
(expense) . . . . . . . . . .    3,166          (5,574)         (3,891)              -              (6,299)
                               --------  --------------  --------------  --------------  ------------------
Net earnings (loss) . . . . .  $13,384   $      22,077   $      11,917   $     (33,993)  $          13,385
                               ========  ==============  ==============  ==============  ==================
</TABLE>

<TABLE>
<CAPTION>

CONSOLIDATED  STATEMENTS  OF  EARNINGS
SIX  MONTHS  ENDED  JUNE  30,  2005
(Unaudited)

                                                                                           MACDERMID
                                           GUARANTOR     NON-GUARANTOR                   INCORPORATED
                               ISSUER     SUBSIDIARIES   SUBSIDIARIES   ELIMINATIONS   AND SUBSIDIARIES
                               ---------  -------------  -------------  -------------  -----------------
<S>                               <C>        <C>            <C>            <C>            <C>
Net sales . . . . . . . . . .  $ 44,820         93,460        224,611        (14,363)           348,528
Cost of sales . . . . . . . .    30,194         46,192        128,826        (14,363)           190,849
                               ---------  -------------  -------------  -------------  -----------------
Gross profit. . . . . . . . .    14,626         47,268         95,785              -            157,679

Operating expenses:
Selling, technical and
  administrative. . . . . . .    21,087         19,626         55,864              -             96,577
Research and development. . .     3,241          4,649          5,151              -             13,041
                               ---------  -------------  -------------  -------------  -----------------
                                 24,328         24,275         61,015              -            109,618
                               ---------  -------------  -------------  -------------  -----------------
Operating (loss) profit . . .    (9,702)        22,993         34,770              -             48,061

Equity in earnings of
  subsidiaries. . . . . . . .    36,540         22,926              -        (59,466)                 -
Interest income . . . . . . .       700              9            589              -              1,298
Interest expense. . . . . . .   (15,144)           (24)          (201)             -            (15,369)
Miscellaneous income. . . . .         -
(expense), net. . . . . . . .       228            297         (1,117)             -               (592)
                               ---------  -------------  -------------  -------------  -----------------
                                 22,324         23,208           (729)       (59,466)           (14,663)
                               ---------  -------------  -------------  -------------  -----------------

Earnings (loss) before taxes.    12,622         46,201         34,041        (59,466)            33,398
Income tax benefit
(expense) . . . . . . . . . .    11,091         (9,661)       (11,115)             -             (9,685)
                               ---------  -------------  -------------  -------------  -----------------
Net earnings (loss) . . . . .  $ 23,713         36,540         22,926        (59,466)            23,713
                               =========  =============  =============  =============  =================
</TABLE>

<TABLE>
<CAPTION>

CONSOLIDATED  STATEMENTS  OF  EARNINGS
SIX  MONTHS  ENDED  JUNE  30,  2004
(Unaudited)

                                                                                             MACDERMID
                                           GUARANTOR      NON-GUARANTOR                     INCORPORATED
                               ISSUER     SUBSIDIARIES    SUBSIDIARIES    ELIMINATIONS    AND SUBSIDIARIES
                               ---------  --------------  --------------  --------------  ------------------
<S>                            <C>        <C>             <C>             <C>             <C>
Net sales . . . . . . . . . .  $ 47,300   $      81,929   $     206,728   $      (8,892)  $         327,065
Cost of sales . . . . . . . .    31,124          34,655         114,578          (8,892)            171,465
                               ---------  --------------  --------------  --------------  ------------------
Gross profit. . . . . . . . .    16,176          47,274          92,150               -             155,600

Operating expenses:
Selling, technical and
  administrative. . . . . . .    21,816          15,096          54,675               -              91,587
Research and development. . .     3,520           3,526           3,507               -              10,553
                               ---------  --------------  --------------  --------------  ------------------
                                 25,336          18,622          58,182               -             102,140
                               ---------  --------------  --------------  --------------  ------------------
Operating (loss) profit . . .    (9,160)         28,652          33,968               -              53,460

Equity in earnings of
  subsidiaries. . . . . . . .    42,621          22,550               -         (65,171)                  -
Interest income . . . . . . .       123              10             279               -                 412
Interest expense. . . . . . .   (15,799)          2,436          (2,304)              -             (15,667)
Miscellaneous income
(expense), net. . . . . . . .       667             174            (402)              -                 439
                               ---------  --------------  --------------  --------------  ------------------
                                 27,612          25,170          (2,427)        (65,171)            (14,816)
                               ---------  --------------  --------------  --------------  ------------------

Earnings (loss) before taxes.    18,452          53,822          31,541         (65,171)             38,644
Income tax benefit
(expense) . . . . . . . . . .     7,825         (11,201)         (8,990)              -             (12,366)
                               ---------  --------------  --------------  --------------  ------------------
Net earnings (loss) . . . . .  $ 26,277   $      42,621   $      22,551   $     (65,171)  $          26,278
                               =========  ==============  ==============  ==============  ==================
</TABLE>

<TABLE>
<CAPTION>

CONSOLIDATED  BALANCE  SHEETS
JUNE  30,  2005
(Unaudited)

                                                                                             MACDERMID
                                           GUARANTOR     NON-GUARANTOR                     INCORPORATED
                               ISSUER     SUBSIDIARIES   SUBSIDIARIES    ELIMINATIONS    AND SUBSIDIARIES
                               ---------  -------------  --------------  --------------  -----------------
<S>                            <C>        <C>            <C>             <C>             <C>
Assets
-----------------------------
Current assets:
Cash and cash equivalents . .  $ 40,474   $       5,356  $      24,284   $           -   $          70,114
Accounts receivables, net . .    11,711          21,760        123,864               -             157,335
Due (to) from affiliates. . .    25,635          95,704       (121,339)              -                   -
Inventories, net. . . . . . .     7,000          30,932         62,147               -             100,079
Prepaid expenses. . . . . . .       965           3,299          7,755               -              12,019
Deferred income taxes . . . .    12,908               -          4,863               -              17,771
                               ---------  -------------  --------------  --------------  -----------------
Total current assets. . . . .    98,693         157,051        101,574               -             357,318

Property, plant and
  equipment, net. . . . . . .    16,457          30,858         76,416               -             123,731
Goodwill. . . . . . . . . . .    21,680          89,225        133,443               -             244,348
Intangibles, net. . . . . . .         -           5,670         27,301               -              32,971
Investments in subsidiaries .   488,012         237,567              -        (725,579)                  -
Deferred income taxes . . . .    16,959               -         13,832               -              30,791
Other assets, net . . . . . .     6,122           2,813          5,662               -              14,597
                               ---------  -------------  --------------  --------------  -----------------
Total assets. . . . . . . . .  $647,923   $     523,184  $     358,228   $    (725,579)  $         803,756
                               =========  =============  ==============  ==============  =================

Liabilities and shareholders' equity
------------------------------------
Current liabilities:
Accounts and dividends
  payable . . . . . . . . . .  $  7,492   $      10,526  $      43,194   $           -   $          61,212
Accrued compensation. . . . .     1,604           1,981         10,375               -              13,960
Accrued interest. . . . . . .    12,616              24            220               -              12,860
Accrued income taxes
  payable . . . . . . . . . .   (12,587)         13,255          8,985               -               9,653
Other current liabilities . .    17,738           8,872         28,617               -              55,227
                               ---------  -------------  --------------  --------------  -----------------
Total current liabilities . .    26,863          34,658         91,391               -             152,912

Long-term obligations . . . .   300,448             167            612               -             301,227
Retirement benefits, less . .
  current portion . . . . . .     5,216               -         20,032               -              25,248
Deferred income taxes . . . .         -               -          7,953               -               7,953
Other long-term liabilities .     3,313             347            674               -               4,334
                               ---------  -------------  --------------  --------------  -----------------
Total liabilities . . . . . .   335,840          35,172        120,662               -             491,674
                               ---------  -------------  --------------  --------------  -----------------

Shareholders' equity
-----------------------------
Total shareholders' equity. .   312,083         488,012        237,566        (725,579)            312,082
                               ---------  -------------  --------------  --------------  -----------------
Total liabilities and
shareholders' equity. . . . .  $647,923   $     523,184  $     358,228   $    (725,579)  $         803,756
                               =========  =============  ==============  ==============  =================
</TABLE>

<TABLE>
<CAPTION>

CONSOLIDATED  BALANCE  SHEETS
DECEMBER  31,  2004
                                                                                             MACDERMID
                                           GUARANTOR     NON-GUARANTOR                     INCORPORATED
                               ISSUER     SUBSIDIARIES   SUBSIDIARIES    ELIMINATIONS    AND SUBSIDIARIES
                               ---------  -------------  --------------  --------------  -----------------
<S>                            <C>        <C>            <C>             <C>             <C>
Assets
-----------------------------
Current assets:
Cash and cash equivalents . .  $ 69,512   $         688  $      67,629   $           -   $         137,829
Accounts receivables, net . .     9,127          18,103        115,225               -             142,455
Due (to) from affiliates. . .    47,106          78,199       (125,305)              -                   -
Inventories, net. . . . . . .     5,002          22,996         52,447               -              80,445
Prepaid expenses. . . . . . .     1,125           2,240          6,818               -              10,183
Deferred income taxes . . . .    12,908               -          5,395               -              18,303
                               ---------  -------------  --------------  --------------  -----------------
Total current assets. . . . .   144,780         122,226        122,209               -             389,215

Property, plant and
  equipment, net. . . . . . .    16,886          33,224         60,353               -             110,463
Goodwill. . . . . . . . . . .    21,680          68,574        104,033               -             194,287
Intangibles, net. . . . . . .         -           5,004         23,430               -              28,434
Investments in subsidiaries .   449,641         238,254              -        (687,895)                  -
Deferred income taxes . . . .    21,579               -         13,096               -              34,675
Other assets, net . . . . . .     8,006           3,385          5,254               -              16,645
                               ---------  -------------  --------------  --------------  -----------------
Total assets. . . . . . . . .  $662,572   $     470,667  $     328,375   $    (687,895)  $         773,719
                               =========  =============  ==============  ==============  =================

Liabilities and shareholders' equity
------------------------------------
Current liabilities:
Accounts and dividends
  payable . . . . . . . . . .  $  7,538   $       7,363  $      41,043   $           -   $          55,944
Accrued compensation. . . . .     3,645           1,884          6,841               -              12,370
Accrued interest. . . . . . .    12,692               -              8               -              12,700
Accrued income taxes
  payable . . . . . . . . . .    (3,467)          5,556          5,204               -               7,293
Other current liabilities . .    14,621           5,911         20,273               -              40,805
                               ---------  -------------  --------------  --------------  -----------------
Total current liabilities . .    35,029          20,714         73,369               -             129,112

Long-term obligations . . . .   300,385             274            418               -             301,077
Retirement benefits, less
  current portion . . . . . .    20,395               -          6,193               -              26,588
Deferred income taxes . . . .         -               -          9,267               -               9,267
Other long-term liabilities .     2,732              38            874               -               3,644
                               ---------  -------------  --------------  --------------  -----------------
Total liabilities . . . . . .   358,541          21,026         90,121               -             469,688
                               ---------  -------------  --------------  --------------  -----------------

Shareholders' equity
-----------------------------
Total shareholders' equity. .   304,031         449,641        238,254        (687,895)            304,031
                               ---------  -------------  --------------  --------------  -----------------
Total liabilities and
shareholders' equity. . . . .  $662,572   $     470,667  $     328,375   $    (687,895)  $         773,719
                               =========  =============  ==============  ==============  =================
</TABLE>

<TABLE>
<CAPTION>

CONSOLIDATED  CONDENSED  STATEMENTS  OF  CASH  FLOWS
SIX  MONTHS  ENDED  JUNE  30,  2005
(Unaudited)

                                                                               MACDERMID
                                             GUARANTOR      NON-GUARANTOR     INCORPORATED
                                 ISSUER     SUBSIDIARIES    SUBSIDIARIES    AND SUBSIDIARIES
                                 ---------  -------------  ---------------  -----------------
<S>                                 <C>        <C>             <C>             <C>
Net cash flows (used in)
  provided by operating
  activities. . . . . . . . . .  $(25,334)  $     32,484    $      19,718   $          26,868

Investing activities:
Capital expenditures. . . . . .    (1,601)        (1,100)          (5,125)             (7,826)
Acquisition of business . . . .         -        (26,610)         (62,660)            (89,270)
Proceeds from disposition of
  fixed assets and business . .       635              -              406               1,041
                                 ---------  -------------  ---------------  ------------------
Net cash flows (used in)
  provided by investing
  activities. . . . . . . . . .      (966)       (27,710)         (67,379)            (96,055)

Financing activities:
Net proceeds from
(repayments of) short-term
  borrowings. . . . . . . . . .         -              -           10,912              10,912
Repayments of long-term
  borrowings. . . . . . . . . .         -           (107)            (148)               (255)
Issuance of treasury shares . .        33              -                -                  33
Proceeds from exercise of
  stock options . . . . . . . .       260              -                -                 260
Dividends paid. . . . . . . . .    (3,031)             -                -              (3,031)
                                 ---------  -------------  ---------------  ------------------
Net cash flows provided by
(used in) financing activities.    (2,738)          (107)          10,764               7,919

Effect of exchange rate
changes on cash and cash
equivalents . . . . . . . . . .         -              -           (6,447)             (6,447)
                                 ---------  -------------  ---------------  ------------------
Net increase (decrease) in
cash and cash equivalents . . .   (29,038)         4,667          (43,344)            (67,715)

Cash and cash equivalents at
beginning of period . . . . . .    69,512            688           67,629             137,829
                                 ---------  -------------  ---------------  ------------------
Cash and cash equivalents at
end of period . . . . . . . . .  $ 40,474   $      5,355    $      24,285   $          70,114
                                 =========  =============  ===============  ==================
</TABLE>

<TABLE>
<CAPTION>

CONSOLIDATED  CONDENSED  STATEMENTS  OF  CASH  FLOWS
SIX  MONTHS  ENDED  JUNE  30,  2004
(Unaudited)

                                                                               MACDERMID
                                             GUARANTOR      NON-GUARANTOR     INCORPORATED
                                 ISSUER    SUBSIDIARIES    SUBSIDIARIES    AND SUBSIDIARIES
                                 ---------  -------------  ---------------  ------------------
<S>                                <C>          <C>             <C>             <C>
Net cash flows (used in)
  provided by operating
  activities. . . . . . . . . .  $(9,144)  $      20,493   $      22,781   $          34,130

Investing activities:
Capital expenditures. . . . . .   (1,260)           (623)         (1,098)             (2,981)
Proceeds from disposition of
  fixed assets. . . . . . . . .        1             512              24                 537
                                 ---------  -------------  ---------------  ------------------

Net cash flows (used in)
  provided by investing
  activities. . . . . . . . . .   (1,259)           (111)         (1,074)             (2,444)

Financing activities:
Net proceeds from
(repayments of) short-term
  borrowings. . . . . . . . . .   34,584         (18,400)        (16,682)               (498)
Proceeds from long-term
  borrowings. . . . . . . . . .        -               -              25                  25
Repayments of long-term
  borrowings. . . . . . . . . .        -            (102)           (165)               (267)
Purchase of treasury shares . .       31               -               -                  31
Proceeds from exercise of
  stock options . . . . . . . .      285               -               -                 285
Dividends paid. . . . . . . . .   15,336          (2,198)        (14,350)             (1,212)
                                 ---------  -------------  ---------------  ------------------
Net cash flows provided by
(used in) financing activities.   50,236         (20,700)        (31,172)             (1,636)

Effect of exchange rate
changes on cash and cash
equivalents . . . . . . . . . .        -               -            (425)               (425)
                                 ---------  -------------  ---------------  ------------------

Net increase (decrease) in
cash and cash equivalents . . .   39,833            (318)         (9,890)             29,625

Cash and cash equivalents at
beginning of period . . . . . .   18,295           1,286          41,713              61,294
                                 ---------  -------------  ---------------  ------------------

Cash and cash equivalents at
end of period . . . . . . . . .  $58,128   $         968   $      31,823   $          90,919
                                 =========  =============  ===============  ==================
</TABLE>

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS
          (IN THOUSAND OF DOLLARS, EXCEPT SHARES AND PER SHARE AMOUNTS)

CONSOLIDATED  OVERVIEW

EXECUTIVE  OVERVIEW

On  June  14,  2005,  we  acquired  Autotype  International  Ltd. and associated
entities  from  Norcros  (Holdings) Limited of the UK ("Autotype").  We recorded
total  proceeds  and  acquisition  costs  of  $96,692  for this acquisition (net
proceeds  of  $91,803  adjusted for cash acquired).  Net assets acquired totaled
$46,631, and total goodwill recorded was $50,061.  The net assets and results of
operations  are included in our financial statements since the acquisition date.

Our  consolidated  business  consists of two business segments, Advanced Surface
Finishing  and Printing Solutions.  The Advanced Surface Finishing (ASF) segment
supplies  chemicals  used  for  finishing  metals  and non-metallic surfaces for
automotive  and  other  industrial applications, electro-plating metal surfaces,
etching,  and  imaging  to  create electrical patterns on circuit boards for the
electronics  industry, and offshore lubricants and cleaners for the offshore oil
and  gas  markets.  The acquisition of Autotype further augments this segment by
adding  production of hard coated films for the membrane switch and touch screen
markets.  The  Printing  Solutions  (MPS)  segment supplies an extensive line of
offset  printing  blankets, photo-polymer plates and digital printers for use in
the  commercial  printing  and  packaging  industries  for  image transfer.  The
acquisition  of  Autotype  added  high  quality  stencil  materials  and digital
pre-press  products  for  screen  printing  to  the  MPS  segmentIn both of our
business  segments,  we continue to invest significant resources in research and
development  and intellectual properties such as patents, trademarks, copyrights
and  trade secrets as our business depends on these activities for our financial
stability  and  future  growth.

Our  products  are  sold  in  a competitive, global economy, which exposes us to
certain currency, economic and regulatory risks and opportunities. Approximately
60%  of our net sales and identifiable assets for the six-month period ended and
as  of  June 30, 2005, are denominated in currencies other than the U.S. dollar,
predominantly  the  Euro,  British  Pound  Sterling,  Hong  Kong  dollar and the
Japanese  Yen.  We  do not manage our foreign currency exposure in a manner that
would  eliminate  the  effects  of  changes  in  foreign  exchange  rates on our
earnings,  cash flows and fair values of assets and liabilities, and as such our
financial  performance  could be positively or negatively impacted by changes in
foreign exchange rates in any given reporting period. For the second quarter and
first six months of 2005, net sales and net earnings were positively impacted by
the effect of foreign currency translation resulting primarily from the Euro and
the  British  Pound  Sterling strengthening against the U.S. dollar, compared to
exchange  rates  that were in effect for the second quarter and first six months
of  2004.  These currencies weakened against the U.S. dollar from the rates that
were in effect at the end of 2004, which had a negative impact on net assets and
liabilities.

We focus on growing revenues and the generation of cash from operations in order
to  build  shareholder  value.  Specifically,  we plan to improve top line sales
growth  over  the  longer  term  by  focusing  on:

-     utilizing  our  technical  service  and  outstanding products to penetrate
      global  markets  for  all  products,

-     supporting  working  capital  initiatives focused on maximizing cash flows
      during a period of continued economic uncertainty  in our primary markets,

-     emphasizing  efficiency  improvements  throughout  the  organization,

-     adding  new  products  through  internal research and development, relying
      heavily  on  our  internal  knowledge  base,

-     strengthening  the  common identity of our products through a new branding
      initiative  called  "Yes  We  Can!",  and

-     acquiring  strategically  sound  companies  or  products.

Our  competitors  include  many  large  multi-national  chemical  firms based in
Europe,  Asia, and the U.S.  New competitive products or pricing policies of our
competitors  can materially affect demand for and pricing of our products, which
could  have  a  significant  impact  on  our  financial  results.

Our performance for the second quarter and first six months of 2005 reflects the
results  of  our  key  opportunities, philosophies and risks, as outlined above.
Specifically,  we  acquired Autotype to broaden our product offerings in both of
our segments. We improved top line sales growth with this acquisition and due to
favorable  market  conditions  in  some  of  our  ASF  segment  markets  and the
introduction  of  new products by one of our MPS units.  A change in the product
mix  along  with higher manufacturing costs and lower volumes due to soft market
conditions in some of our units resulted in a decreased gross profit percentage.
Increases  in  research and development activities and the expenses from our new
Autotype units increased our operating expense.  Taken together these activities
resulted  in a decrease in net income when compared to the same periods in 2004.

From  a cash flow standpoint, we continue to maintain a high level of liquidity,
with  working  capital of $204,406. Cash decreased $67,715 during the six months
ended  June  30,  2005, due primarily to the acquisition of Autotype on June 14,
2005.  The  cash  used  by  investing  activities  was  partially offset by cash
generated  from  our  operating  activities.

The  following summary of results further explains the results of our operations
during  the  three-  and  six-month  periods  ended  June 30, 2005, and 2004, in
addition  to  an  analysis  of  our  liquidity  as  of  the  end  of the period.


<TABLE>
<CAPTION>


SUMMARY  OF  THE  CONSOLIDATED  RESULTS  FOR  THE  QUARTER  AND  SIX-MONTHS  ENDED  JUNE  30,  2005:

                             THREE MONTHS ENDED            CURRENCY      SIX MONTHS ENDED             CURRENCY
                                  June 30,                 ADJUSTED           June 30,                ADJUSTED
                              2005        2004   %CHANGE   %CHANGE*       2005       2004   %CHANGE   %CHANGE*
                         ----------  ----------  --------  ---------  ---------  ---------  --------  ---------
                                                Favorable(Unfavorable)                     Favorable(Unfavorable)
<S>                      <C>         <C>         <C>       <C>        <C>        <C>        <C>       <C>
Net sales . . . . . . .  $ 178,281   $ 165,053       8.0%       5.6%  $348,528   $327,065       6.6%       4.5%
Cost of sales . . . . .     98,255      86,979    (13.0%)    (10.2%)   190,849    171,465    (11.3%)     (9.0%)
                         ----------  ----------                       ---------  ---------
    Gross profit. . . .     80,026      78,074       2.5%       0.5%   157,679    155,600       1.3%     (0.6%)
Gross profit percentage       44.9%       47.3%       **         **       45.2%      47.6%       **         **

Operating expenses. . .     56,416      51,423     (9.7%)     (6.8%)   109,618    102,140     (7.3%)     (4.9%)
                         ----------  ----------                       ---------  ---------
    Operating profit. .     23,610      26,651    (11.4%)    (13.1%)    48,061     53,460    (10.1%)    (11.7%)

Interest income
  (expense), net. . . .     (7,049)     (7,664)      8.0%       7.8%   (14,071)   (15,255)      7.8%       7.8%
Other income
  (expense), net. . . .       (622)        697        **         **       (592)       439        **         **
                         ----------  ----------                       ---------  ---------
                            (7,671)     (6,967)                        (14,663)   (14,816)
                         ----------  ----------                        --------  ---------
Earnings before
  income taxes. . . . .     15,939      19,684    (19.0%)    (20.9%)    33,398     38,644    (13.6%)    (15.5%)

Income taxes. . . . . .     (4,011)     (6,299)     36.3%      37.5%    (9,685)   (12,366)     21.7%      23.1%
                         ----------  ----------                       ---------  ---------
Net earnings. . . . . .  $  11,928   $  13,385    (10.9%)    (13.2%)  $ 23,713   $ 26,278     (9.8%)    (11.9%)
                         ==========  ==========                       =========  =========
Diluted earnings
per share . . . . . . .  $     .39   $    0.43     (9.3%)     (2.3%)  $    .77   $   0.85     (9.4%)     (2.3%)
                         ==========  ==========                       =========  =========
<FN>

*  Currency adjusted percent change is calculated based on a constant foreign exchange rate period-over-period.
Management  believes  this  more  accurately  reflects  true  fluctuation in the business without the effect of
changing  exchange  rates.
**  Not  a  meaningful  statistic.
</TABLE>


<TABLE>
<CAPTION>


SUMMARY  OF  KEY  SEGMENTED  RESULTS  FOR  THE  QUARTER  AND  SIX-MONTHS  ENDED  JUNE  30,  2005:

                             THREE MONTHS ENDED            CURRENCY      SIX MONTHS ENDED             CURRENCY
                                  June 30,                 ADJUSTED           June 30,                ADJUSTED
                              2005        2004   %CHANGE   %CHANGE*       2005       2004   %CHANGE   %CHANGE*
                         ----------  ----------  --------  ---------  ---------  ---------  --------  ---------
                                                Favorable(Unfavorable)                     Favorable(Unfavorable)
<S>                         <C>         <C>         <C>       <C>        <C>        <C>        <C>       <C>

ADVANCED SURFACE
FINISHING
Total net sales. . . . .  $ 103,333   $  96,376      7.2%       4.5%  $202,472   $189,864       6.6%       4.2%
Operating profit . . . .  $  16,705   $  15,729      6.2%       3.7%  $ 30,840   $ 30,466       1.2%     (1.1%)
Operating profit
  percentage . . . . . .       16.2%       16.3%      **         **       15.2%      16.0%       **         **

PRINTING SOLUTIONS
Total net sales. . . . .  $  74,948   $  68,677      9.1%       7.2%  $146,054   $137,201       6.5%       4.9%
Operating profit . . . .  $   6,905   $  10,922   (36.8%)    (37.6%)  $ 17,221   $ 22,994    (25.1%)    (25.9%)
Operating profit
  percentage . . . . . .        9.2%       15.9%      **         **       11.8%      16.8%       **         **

CONSOLIDATED TOTAL
Total net sales. . . . .  $ 178,281   $ 165,053      8.0%       5.6%  $348,528   $327,065       6.6%       4.5%
Operating profit . . . .  $  23,610   $  26,651   (11.4%)    (13.1%)  $ 48,061   $ 53,460    (10.1%)    (11.7%)
Operating profit
  percentage . . . . . .       13.2%       16.1%      **         **       13.8%      16.3%       **         **
<FN>

*  Currency  adjusted  percent  change  is  calculated  based  on  a  constant  foreign  exchange  rate
period-over-period.  Management  believes  this  more accurately reflects true fluctuation in the business
without  the  effect  of  changing  exchange  rates.
**  Not  a  meaningful  statistic.
</TABLE>


NET  SALES

During  the three- and six-month periods ended June 30, 2005, our net sales grew
by  8%  and  6.6%,  respectively, compared to the same periods in 2004.  For the
same  periods  on  a  currency-adjusted  basis, net sales grew by 5.6% and 4.5%,
respectively,  increasing  both  in  the  ASF and MPS segments.  Our ASF segment
benefited from volume growth in both our electronics and offshore fluids groups.
Our  electronics group continued to see growth all through Asia due to favorable
market  conditions,  this  increase  was  partially offset by market weakness in
Europe and the Americas.  Our offshore fluids group has benefited this year from
increased  oil  field  development  activities  throughout  the  world.  Our MPS
segment  benefited  from  growth  in  our  digital  printer  group due to market
acceptance of new product offerings.   Partially offsetting this increase in our
MPS  business  was a reduction in overall sales volume in groups that supply the
commercial,  packaging  and  publication  printing industries due to a continued
soft  markets,  the  timing  of  bulk  sales,  and the effects of changes in our
distribution system wherein we beginning to sell directly to our customer in the
U.S.  Revenues  from the Autotype acquisition added $2,195 and $2,747 to our ASF
and  MPS  segments,  respectively, in the second half of the month of June 2005.

COST  OF  SALES  AND  GROSS  PROFIT

Cost  of  sales  during the three- and six-months ended June 30, 2005, increased
$11,276  and  $19,384,  respectively,  compared to the same periods in the prior
year.  Strengthening  foreign  currencies  contributed  approximately $2,176 and
$3,938  to  this  increase for the three and six months respectively.  Excluding
the  effects  of  foreign  currency,  our  cost  of  sales during the three- and
six-months  ended  June  30,  2005,  increased  10.2% and 9%, respectively, when
compared  to  the same periods in the prior year.  This increase was larger than
our  currency-adjusted  sales  increase  of 5.6% and 4.5%, respectively, for the
three-  and  six-months ended June 30, 2005.  This resulted in a decrease in our
gross  profit percentage from 47.3% to 44.9% for the three months ended June 30,
2005 compared to the same period in 2004, and a decrease from 47.6% to 45.2% for
the six months ended June 30, 2005 compared to the same period in 2004.  Our ASF
segment  margin has decreased slightly in 2005 due to lower margins from product
introductions  to  new  customers, higher raw material costs and higher sales of
lower  margin non-proprietary equipment to the electronics industry.  In our MPS
segment, margins were lower in most groups and regions with the exception of our
digital  printer  group.  The decrease in these MPS segment margins was a result
of  higher raw material costs a less favorable product mix and the de-leveraging
of  fixed  overhead  costs  caused by lower volume.  The newly acquired Autotype
group  contributed  approximately  $2,900 to cost of sales in the second half of
the  month  of  June  2005.

OPERATING  EXPENSES

Operating  expenses for the three- and six-months ended June 30, 2005, increased
9.7%  and  7.3%,  respectively,  when  compared to the same periods in the prior
year, or 6.8% and 4.9%, respectively, on a currency adjusted basis. Most of this
increase  was  the  result  of increased spending on research and development in
both  our  ASF  and  MPS  segments.  Operating  expenses were also higher in the
current  quarter  as  a  result  of higher stock option expenses, other employee
costs,  and  a  one-time charge of $2,500 taken to settle certain litigation, as
described  in  Note  10  to  our financial statements.  In the second quarter of
2005,  we wrote off $386 of in-process research and development costs related to
our  Autotype  acquisition.  Operating  expenses  from  the  units acquired from
Autotype also added $3,057 in operating expenses in the second half of the month
of  June  2005.

OPERATING  PROFIT

During the three- and six-months ended June 30, 2005, operating profit decreased
approximately 11.4% and 10.1% respectively, when compared to the same periods in
the  prior year, or 13.1% and 11.7%, respectively, on a currency adjusted basis.
As a percent of sales, operating profit for the three- and six-months ended June
30,  2005,  was 13.2% to 13.8%, respectively, compared to 16.1% to 16.3% for the
same periods in the prior year.  Our operating profit decrease was the result of
the decrease gross profit percentages and higher operating expenses noted above.
The  overall  impact  from  the  Autotype  acquisition  was  negligible.

INTEREST  INCOME  (EXPENSE)

Interest  (expense), net, decreased for the three- and six-months ended June 30,
2005, when compared to the same periods in the prior year.  The decrease was due
to  higher  interest  income  as  a  result  of  a  higher average cash and cash
equivalents  balance  in  the  current year.  This balance consists primarily of
interest  expense  on  our outstanding bonds and interest income on our cash and
cash  equivalents  balance.

OTHER  INCOME  (EXPENSE)

Other  income  (expense),  net,  was  negatively  impacted  for  the  three- and
six-months  ended  June 30, 2005, when compared to the same periods in the prior
year  primarily as a result of higher foreign exchange loss and less income from
the  mark-to-market  of  our  interest  rate  hedge.

INCOME  TAX  EXPENSE

In the second quarter of 2005, our tax rate was reduced from the 32.5% rate used
in  the  first quarter of 2005 and from the 32% rate used in 2004, to a 29% rate
for  the six-months ended June 30, 2005.  The reduction in the tax rate from the
first  quarter  of  2005  to  the  second  quarter  of  2005 was a result of the
expectation that less cash will be repatriated to the United States from foreign
tax  jurisdictions  that  have  a  lower  tax  rate.  Overseas  funds, which are
normally  repatriated to the United States from lower foreign tax jurisdictions,
were  instead  used  to  fund  the  acquisition  of  the  overseas operations of
Autotype.  The  reduction  in  the  tax  rate  from  32%  in 2004 to 29% for the
six-months  ended  June  30,  2005, was comprised of a 1.2% reduction due to the
expectation that less cash will be repatriated to the United States from foreign
tax  jurisdictions  that  have  a lower tax rate in 2005 than was repatriated in
2004,  and  various  other  items  which  increased  the  2004 tax rate that are
individually  insignificant  and  are  not expected to affect the 2005 tax rate.
In  2004,  a  significant amount of low-tax foreign earnings were repatriated to
the  United  States  in  order  to  utilize  foreign  tax  credits.

NET  EARNINGS

Net  earnings during the three- and six-months ended June 30, 2005, decreased by
approximately  $1,457 (or 10.9%) and $2,565 (or 9.8%), respectively, compared to
the  same  periods  in  2004.  As  discussed  above,  the  fluctuations were due
primarily  to a lower gross profit percentage, higher operating expenses and the
negative  impact  from  other  income  (expense)  which were partially offset by
higher  revenues, interest income, higher other income and a lower effective tax
rate.

DILUTED  EARNINGS  PER  SHARE

Diluted earnings per share during the three- and six-months ended June 30, 2005,
decreased 9.3% and 9.4%, respectively, compared to the same periods in 2004, for
the  same  reasons  described  above  for  net  income.

OTHER  COMPREHENSIVE  INCOME

Other  comprehensive  income  decreased by $8,203 and $16,526, respectively, for
the  three-  and six-months ended June 30, 2005, compared to the same periods in
the  previous  year.  This  decrease  is a result of the changes in net earnings
described  above  and  a  negative  impact  on  the foreign currency translation
adjustment  recognized  during  the  current  periods.  We  hold assets that are
denominated  in  currencies  that  have  weakened against the U.S. dollar in the
first  six  months  of  2005.  These  currencies  were primarily the Euro, Great
British  Pound and Japanese Yen. In the second quarter of 2004, these currencies
were  mixed  against  the  U.S. dollar which resulted in a small negative impact
from  currency  translation.

LIQUIDITY  AND  CAPITAL  RESOURCES

The  table  below  summarizes  our  cash flows for the six months ended June 30,
2005,  and  2004:

<TABLE>
<CAPTION>
<S>                                         <C>        <C>       <C>
                                            2005      2004     VARIANCE
                                         ---------  --------  ----------
Cash provided by (used in):
Operating activities. . . . . . . . . .  $ 26,868   $34,130   $  (7,262)
Investing activities. . . . . . . . . .   (96,055)   (2,444)    (93,611)
Financing activities. . . . . . . . . .     7,919    (1,636)      9,555
Effect of exchange rate changes on cash    (6,447)     (425)     (6,022)
                                         ---------  --------  ----------
Net change in cash. . . . . . . . . . .  $(67,715)  $29,625   $ (97,340)
                                         =========  ========  ==========
</TABLE>

Cash  flow  from  operating activities declined during the six months ended June
30,  2005,  compared  to  the same period in 2004 primarily as a result of lower
income,  and  changes in our inventory, and accounts receivable.    Increases in
accounts receivable and inventories are a result of our current focus on driving
growth  in  sales.

Net  cash  used  in  investing activities increased significantly during the six
months  ended  June  30, 2005, compared to the same period in 2004.  We expended
$89,270  in  cash  for  the  acquisition  described  in  Note 2 to our financial
statements.  Capital  spending  also  increased  in 2005, due primarily to a new
plant  in  China for our ASF segment that is expected to be completed this year.

Net  cash provided by financing activities increased by $9,555 in the six months
ended June 30, 2005, when compared to the same six months last year.  The change
was  due  principally to increased net short-term borrowings, which were used to
fund working capital requirements in Europe as a result of the cash used for the
Autotype acquisition in that region.  The increase in cash provided by financing
activities  was  offset  partially  by  the  timing  of  our  quarterly dividend
payments.  Dividends  paid  as  of  the  six-months ended June 30, 2004 does not
include  the  fourth  quarter  2003  dividend  payment, because it was funded in
December 2003.  Dividends paid as of the six-months ended June 30, 2005 includes
the  fourth  quarter 2004 dividend payment, which was funded in January 2005. In
the  first  two  quarters of 2005 we declared dividends of $0.06 per share which
was  an  increase  from the $0.04 per share that was declared in each quarter of
2004.

The  Board  of Directors from time-to-time authorizes the purchase of issued and
outstanding shares of MacDermid, Inc.'s common stock. Such additional shares may
be  acquired  through  privately  negotiated transactions or on the open market.
Any  future  repurchases  by  us  will  depend on various factors, including the
market  price  of  the  shares,  our business and financial position and general
economic  and  market  conditions.  Additional  shares acquired pursuant to such
authorizations  will  be  held  in  our treasury and will be available for us to
issue  for various corporate purposes without further shareholder action (except
as  required  by applicable law or the rules of any securities exchange on which
the shares are then listed).  At June 30, 2005, the outstanding authorization to
purchase  approximately  6  million  shares  would  cost approximately $186,960.

We  believe  that we have the financial flexibility to deliver shareholder value
described  above  while  meeting our contractual obligations.  We currently have
$70,114 in cash and cash equivalents and working capital of $204,406.  Excluding
our  non-monetary  items,  which  are  prepaid expenses, inventory, and deferred
taxes,  our  working  capital  is  $74,537.  We  also  have  a  long-term credit
arrangement,  which  consists of a combined revolving loan facility that permits
borrowings,  denominated in US dollars and foreign currencies, of up to $50,000.
There  has  been  no  balance  outstanding,  or  activity on this revolving loan
facility  for  any  of  the periods presented.  We have other uncommitted credit
facilities  which  presently  total  approximately  $46,500.

Future  estimated  contractual cash commitments for the years subsequent to June
30,  2005,  are  summarized  in  the  following  table:


<TABLE>
<CAPTION>
<S>                                <C>       <C>      <C>      <C>      <C>

                                         LESS THAN    2-3       4-5     AFTER 5
                                  TOTAL   1 YEAR     YEARS     YEARS     YEARS
                                --------  --------  --------  --------  --------

Long-term debt . . . . . . . .  $301,890  $   390   $     -   $     -   $301,500
Semi-annual bond interest. . .   178,828   27,512    55,024    55,024     41,268
Capital leases . . . . . . . .       635      107       394        50         84
Operating leases . . . . . . .    25,381    4,615     8,803     3,473      8,490
Pension funding requirements .    29,300    5,860    11,720    11,720          -
Purchase obligations and other       295       95       100       100          -
                                --------  --------  --------  --------  --------
Total contractual cash
  commitments. . . . . . . . .  $536,329   38,579    76,041    70,367    351,342
                                ========  ========  ========  ========  ========
</TABLE>

The  following  table reflects our ability to fund both our required obligations
and  our  shareholder  growth  initiatives  for  fiscal  2005:

<TABLE>
<CAPTION>

<S>                                                                    <C>
Cash and cash equivalents as of June 30, 2005 . . . . . . . . . . . .  $ 70,114
Other net current monetary assets and liabilities as of June 30, 2005     4,423
                                                                       --------
                                                                         74,537

Available borrowings under revolving loan facility. . . . . . . . . .    50,000
Availability under other uncommitted credit facilities. . . . . . . .    46,500
                                                                       --------
    Total cash available and potentially available. . . . . . . . . .   171,037

Contractual cash commitments due in next year . . . . . . . . . . . .    38,579
Expected capital expenditures for the year. . . . . . . . . . . . . .     7,173
Expected dividend payments in the next year . . . . . . . . . . . . .     7,264
                                                                       --------
    Excess of cash available and potentially available over
      requirements. . . . . . . . . . . . . . . . . . . . . . . . . .  $118,021
                                                                       ========
</TABLE>


CRITICAL  ACCOUNTING  ESTIMATES:

In preparing the consolidated financial statements in conformity with accounting
principles  generally  accepted in the United States of America, management must
undertake  decisions  that  impact the reported amounts and related disclosures.
Such decisions include the selection of the appropriate accounting principles to
be  applied  and  also  assumptions  upon  which accounting estimates are based.
Management  applies  judgment  based  on  its  understanding and analysis of the
relevant  circumstances  to  reach  these  decisions.  By  their  nature,  these
judgments  are subject to an inherent degree of uncertainty.  Accordingly actual
results  could  differ  significantly  from  the  estimates  applied.

Our critical accounting policies are consistent with those disclosed in our Form
10-K  for  the  year  ended  December  31,  2004.

New  Accounting  Standards

The  Financial  Accounting Standards Board ("FASB") finalized Staff Position No.
FAS  109-1,  Application of FASB Statement No. 109, Accounting for Income Taxes,
to the Tax Deduction on Qualified Production Activities Provided by the American
Jobs  Creation  Act  of  2004  ("FAS  109-1"), and Staff Position No. FAS 109-2,
Accounting and Disclosure for the Foreign Earnings Provision within the American
Jobs  Creation  Act  of 2004 ("FAS 109-2"), in December 2004.  The American Jobs
Creation Act of 2004 ("the Act") provides for a temporary 85% dividends received
deduction on certain foreign earnings repatriated during a one-year period.  The
deduction  would  result  in  a  5.25%  Federal  tax rate on qualifying earnings
repatriated  under  the Act.  The Act will not have an impact on our fiscal year
2005  income  tax  expense.

In  November  2004,  the  FASB  issued  Statement  No. 151, Inventory Costs - an
amendment  of  ARB  No.  43,  Chapter  4  ("FAS  151").  FAS  151  clarifies the
accounting  treatment  of  abnormal  amounts  of idle facility expense, freight,
handling  costs  and  spoilage  such  that  these  items  be  recognized  as
current-period charges regardless of whether they meet the criterion established
in  Accounting  Research  Bulletin ("ARB") No. 43, Chapter 4.  This statement is
effective  for inventory costs incurred during fiscal years beginning after June
15,  2005, with earlier application permitted.  We are assessing the impact that
FAS  151  will  have  on  our  financial  statements.

In  December 2004, the FASB issued a revision ("the revision") of FASB Statement
No.  123,  Accounting  for  Stock-Based  Compensation,  ("FAS  123R") which also
supersedes  APB Opinion No 25, Accounting for Stock Issued to Employees, and its
related  implementation  guidance.  The  revision  establishes standards for the
accounting  treatment  of  transactions  in which an entity exchanges its equity
instruments  for goods or services, as well as certain transactions in which the
entity  may  settle  based  on the fair value or exchange of the entity's equity
instruments.  In addition to providing additional guidance on how to measure and
report  fair  value  of  these  equity instruments, the pronouncement also gives
guidance on option expense, related tax benefits, and cash flow treatment, among
other  things.  In  April 2005, the Securities and Exchange Commission postponed
the  effective  date  of FAS 123R until the fiscal year beginning after June 15,
2005  (our first quarter of 2006). We are assessing the impact that the revision
will  have  on  our  financial  statements.

In March 2005, the FASB issued FASB Interpretation No. 47 ("FIN 47"), Accounting
for Conditional Asset Retirement Obligations, which is an interpretation of FASB
Statement  No.  143  ("FAS  143").  The  interpretation  clarifies that the term
conditional  asset retirement obligation, as used in SFAS 143, refers to a legal
obligation  to perform an asset retirement activity in which the timing and (or)
method  of  settlement  are conditional on a future event that may or may not be
within  the control of the entity. The interpretation is effective no later than
the  end  of  fiscal  years  ending  after  December  15, 2005. We are currently
evaluating  the  impact  that  FIN  47  will  have  on our financial statements.

FORWARD-LOOKING  STATEMENTS

This  report  and other of our reports include forward-looking statements within
the  meaning  of  the  Private  Securities  Litigation Reform Act of 1995. These
statements  relate  to analyses and other information that is based on forecasts
of  future  results  and  estimates  of  amounts  not  yet  determinable.  These
statements  also  relate  to  future  prospects,  developments  and  business
strategies.  The  statements contained in this report that are not statements of
historical  fact may include forward-looking statements that involve a number of
risks  and  uncertainties.

The  words  "anticipate,"  "believe,"  "could,"  "estimate," "expect," "intend,"
"may,"  "plan,"  "predict,"  "project,"  "will"  and  similar terms and phrases,
including  references to assumptions, have been used to identify forward-looking
statements.  These  forward-looking  statements  are  made based on management's
expectations  and  beliefs concerning future events affecting us and are subject
to  uncertainties  and  factors  relating  to  our  operations  and  business
environment,  all of which are difficult to predict and many of which are beyond
our  control,  that  could  cause actual results to differ materially from those
matters  expressed  in  or  implied  by  these  forward-looking  statements. The
following  factors  are  among  those  that  may  cause actual results to differ
materially  from the forward-looking statements:  acquisitions and dispositions,
environmental  liabilities,  changes  in general economic, business and industry
conditions,  changes  in  current  advertising,  promotional and pricing levels,
changes  in  political  and  social  conditions  and  local regulations, foreign
currency  fluctuations, inflation, significant litigation; changes in sales mix,
competition, disruptions of established supply channels, degree of acceptance of
new  products,  difficulty  of  forecasting  sales  at  various times in various
markets,  the  availability,  terms  and  deployment  of  capital, and the other
factors  discussed  elsewhere  in  this  report.

All  forward-looking  statements should be considered in light of these factors.
We  undertake no obligation to update forward-looking statements or risk factors
to  reflect  new  information,  future  events  or  otherwise.


ITEM  3:
                    QUANTITATIVE AND QUALITATIVE DISCLOSURES
                                ABOUT MARKET RISK

We  are  exposed to market risk in the normal course of business activity due to
our  operations  in  different  foreign currencies and our ongoing investing and
financing  activities.  The risk of loss can be assessed from the perspective of
adverse  changes  in  fair  values,  cash  flows  and  future earnings.  We have
established policies and procedures governing our management of market risks and
the  use  of financial instruments to manage exposure to such risks.  Management
continually  reviews the balance between foreign-currency-denominated assets and
liabilities  in order to minimize our exposure to foreign exchange fluctuations.
We  have  not  historically  actively  hedged  any of our foreign currency risk;
however,  we  acquired  the  following  five  fair  value  hedges as part of the
Autotype  acquisition  in  June  2005.  We  have no plans to re-new the Autotype
hedging  program  when  these  options  expire.

-     Option to purchase 880 British pounds for $1,500 U.S dollars which expired
      in  June  2005

-     Option to purchase 837 British pounds for $1,500 U.S dollars which expires
      in  July  2005

-     Option  to  purchase  207  British  pounds  for  1,267 Denmark krona which
      expires  in  September  2005

-     Option  to  purchase  300  British  pounds  for  1,660 Denmark krona which
      expires  in  December  2005

-     Option  to  purchase  300  British  pounds  for  1,669 Denmark krona which
      expires  in  March  2006

The  total  fair  value of the above options is approximately $43 as of June 30,
2005.  Gains  and  losses  related to these options for the three and six-months
ended June 30, 2005 were negligible and were included in Other income (expense).

We  operate  manufacturing facilities in ten countries and sell products in over
twenty-five  countries.  Approximately 60% of our net sales and total assets are
denominated  in currencies other than the US Dollar, predominantly the Euro, the
Pound  Sterling,  the  Yen,  and the Hong Kong Dollar.  For the six-month period
ending June 30, 2005 foreign currency translation had a slightly positive effect
on diluted earnings per share.  The impact of exchange rate changes on operating
cash  flows  has  historically  been  comparable  to  the  impact  on  earnings.

Our business operations consist principally of manufacture and sale of specialty
chemicals,  supplies  and  related equipment to customers throughout much of the
world.  Approximately  42%  of  our  business  is  concentrated  in the printing
business,  used for a wide variety of applications, while 58% of our business is
concentrated on customers supplying a wide variety of chemicals to manufacturers
of  automotive, other industrial, electronics and offshore applications.   As is
usual  for  these  businesses,  we  generally do not require collateral or other
security  as  a  condition  of  sale, rather relying on credit approval, balance
limitation  and  monitoring  procedures  to control credit risk of trade account
financial  instruments.  Management believes that reserves for losses, which are
established based upon review of account balances and historical experience, are
adequate.

In  the past, we were exposed to interest rate risk, primarily from our floating
interest  rate  credit  facilities.  At  the time, we entered into interest rate
swap  agreements  for  the  purpose  of reducing our exposure to possible future
changes  in  interest  rates  on  these  facilities.  On  September 20, 2001, we
refinanced these facilities with 9 1/8% Senior Subordinated Notes, which reduced
our  exposure  to  changing  interest rates and is currently unhedged.  However,
there  is  still  one interest rate swap outstanding.  This swap formerly hedged
our floating rate debt, but because we refinanced these obligations, the swap is
now  considered speculative.  For additional information, see Note 10, Guarantor
Financial  Statements,  in Part I, Item 1. Based upon our current debt structure
and  expected  levels  of  borrowing  for  the remainder of 2005, an increase in
interest  rates  would  not  result  in  an  incremental  interest  expense.

We  do  not enter into derivative financial instruments for trading purposes but
have  certain  other  supply  agreements  for  raw material inventories and have
chosen  not  to enter into any price hedging with our suppliers for commodities.


ITEM  4:
                             CONTROLS AND PROCEDURES

Disclosure  Controls  and  Procedures

Our  management,  with  the participation of our Chief Executive Officer and the
Senior  Vice  President  of  Finance,  has  evaluated  the  effectiveness of our
disclosure  controls  and procedures (as such term is defined in Rules 13a-15(e)
and  15d-15(e)  under  the  Securities  Exchange  Act  of  1934, as amended (the
"Exchange  Act"))  as  of the end of the period covered by this report. Based on
that  evaluation, these officers have concluded that our disclosure controls and
procedures  are  effective for the purpose of ensuring that material information
required  to  be  in  this quarterly report is made known to them by others on a
timely  basis  and that information required to be disclosed in the reports that
we  file or submit under the Exchange Act is accumulated and communicated to our
management,  including our principal executive and principal financial officers,
as  appropriate  to  allow  timely  decisions  regarding  required  disclosure.

Changes  in  Internal  Controls

We  are  continuously seeking to improve the efficiency and effectiveness of its
operations  and  of  its  internal  controls.  This  results  in  refinements to
processes  throughout  the  company.  However,  there  has been no change in our
internal  control  over financial reporting that occurred during our most recent
fiscal  quarter  that  has  materially  affected,  or  is  reasonably  likely to
materially  affect  our  internal  control  over  financial  reporting.


PART  II.  OTHER  INFORMATION

ITEM  1  :  Legal  Proceedings

Refer  to  the  notes  to  the  consolidated  condensed  financial  statements,
Contingencies  and  Legal  Matters,  Note  10.

ITEM  2  :  Unregistered  Sales  of  Equity  Securities  and  Use  of  Proceeds

     None.

ITEM  3  :  Defaults  Upon  Senior  Securities

     None.

ITEM  4  :  Submission  of  Matters  to  a  Vote  of  Security  Holders

The following matters were submitted to a vote of security holders at the annual
meeting  of  stockholders,  which  was  held  on  May  12,  2005:

The stockholders voted to re-elect Robert L. Ecklin, Daniel H. Leever, Donald G.
Ogilvie,  Joseph  M. Silvestri, James C. Smith, and T. Quinn Spitzer to continue
as  directors of the Company.  A total of 29,574,193 votes were represented with
respect  to  this  matter,  with  voting  on  each  specific nominee as follows:

<TABLE>
<CAPTION>

<S>                  <C>          <C>              <C>
                                   AGAINST      BROKER
                     FOR         OR WITHHELD   NON-VOTES
                     ----------  -----------   ---------
Robert L. Ecklin. .  27,119,409    2,454,784           -
Daniel H. Leever. .  29,346,613      227,580           -
Donald G. Ogilvie .  27,085,822    2,488,371           -
Joseph M. Silvestri  20,368,457    9,205,736           -
James C. Smith. . .  27,061,921    2,512,272           -
T. Quinn Spitzer. .  27,102,877    2,471,316           -
</TABLE>

A  proposal  to  ratify  the  selection  of  KPMG  LLP  as  our Certified Public
Accountants  was approved by the stockholders.  A total of 29,574,193 votes were
represented,  with  a  total of 29,117,032 (94%) shares voting for the proposal,
447,572  voting  against  the proposal, and 9,589 shares abstaining from voting.

A  proposal to approve an amendment to the MacDermid, Incorporated Special Stock
Purchase  Plan  was  approved  by the stockholders.  A total of 29,574,193 votes
were  represented,  with  a  total  of  20,366,669  (66%)  shares voting for the
proposal,  4,974,703  voting  against  the proposal, 1,596,252 shares abstaining
from  voting,  and  2,636,569  broker  non-votes.

ITEM  5  :  Other  Information

     None.

ITEM  6(a)  :  Exhibits

<TABLE>
<CAPTION>


<C>   <S>

31.1    Certification of Daniel H. Leever pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2    Certification of Gregory M. Bolingbroke pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32      Written Statement of Chief Executive Officer and Chief Financial Officer furnished pursuant to
        Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350)
</TABLE>

ITEM  6(b)  :  Reports  on  Form  8-K

Current  Report  on Form 8-K dated May 5, 2005, regarding earnings for the first
  quarter  of  fiscal  year  2005  ended  March  31,  2005.

Current  Report  on  Form  8-K  dated  May  5,  2005,  regarding  affirmation of
  independence  pursuant  to  New  York  Stock  Exchange  regulations.

Current  Report  on  Form  8-K  dated May 6, 2005, regarding an amendment to the
  MacDermid  Incorporated  Special  Stock  Purchase  Plan.

Current  Report  on  Form  8-K  dated  May  12, 2005, regarding authorization to
  repurchase  the  Company  common  stock.

Current Report on Form 8-K/A dated May 12, 2005, regarding amended authorization
  to  repurchase  the  Company  common  stock.

Current  Report  on  Form  8-K dated June 14, 2005, regarding the acquisition of
  Autotype  International  Ltd  and  associated  entities.

                                   SIGNATURES

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  thereunto  duly  authorized.

                                               MacDermid,  Incorporated
                                               ------------------------
                                                     (Registrant)


Date:  August  8,  2005                               /s/  Daniel  H.  Leever
       ----------------                               -----------------------

                                                        Daniel  H.  Leever
                                                           Chairman  and
                                                     Chief  Executive  Officer


Date:  August  8,  2005                          /s/  Gregory  M.  Bolingbroke
       ----------------                          -----------------------------

                                                    Gregory  M.  Bolingbroke
                                             Senior  Vice  President,  Finance