Exhibit 10.1

                               Amendment No. 1 to
                              Employment Agreement
                  between Dino A. Rossi and Balchem Corporation

      Incorporating  the  terms  and  conditions  of  the  Employment  Agreement
effective January 1, 2001 made by and between Balchem Corporation  (Balchem) and
Dino A Rossi  (referred to herein as the  "Agreement").  The Agreement is hereby
amended,  effective  as of the 9th day of  December,  2005 as set forth  herein.
Capitalized  terms in this  Amendment  shall  have the  same  meaning  as in the
Agreement.

1.    In Section 9 (1); delete the last sentence and replace with the following:
      A lump sum equaling  fifty percent (50%) of the Severance  Amount shall be
      due and  payable on the tenth  (10th) day of the  seventh  (7th)  calendar
      month   following  the  month  in  which  the  termination  of  Employee's
      employment,  which gives rise to Employee's  entitlement  to the Severance
      Amount hereunder,  shall occur. The remaining fifty percent (50%) shall be
      due and payable in six (6) equal  monthly  installments  commencing on the
      tenth (10th) day of such seventh (7th) month.

2.    In Section 10 (a);  delete the last  sentence in its  entirety and replace
      with  the  following:  A lump  sum  equaling  one  hundred  (100%)  of the
      Involuntary Change of Control Amount shall be due and payable on the tenth
      (10th) day of the seventh  (7th)  calendar  month  following  the month in
      which the  termination  of  Employee's  employment,  which  gives  rise to
      Employee's  entitlement to the Involuntary Change of Control Amount, shall
      occur.

3.    In Section 10 (b);  delete the last  sentence in its  entirety and replace
      with  the  following:  A lump  sum  equaling  fifty  percent  (50%) of the
      Voluntary  Change of Control  Amount shall be due and payable on the tenth
      (10th) day of the seventh  (7th)  calendar  month  following  the month in
      which the  termination  of  Employee's  employment,  which  gives  rise to
      Employees'   entitlement  to  the  Voluntary   Change  of  Control  Amount
      hereunder, shall occur. The remaining fifty percent (50%) shall be due and
      payable  in six (6) equal  monthly  installments  commencing  on the tenth
      (10th) day of such seventh (7th) month.

4.    Except as  expressly  amended  by the terms of this  Amendment,  all other
      terms and conditions of the Agreement  remain  unchanged and in full force
      and effect.

IN WITNESS  WHEREOF,  the Parties have  executed  this  Amendment as of the date
first written above.

BALCHEM CORPORATION                         DINO A. ROSSI

By: /s/ John  Y. Televantos                 /s/ Dino A. Rossi
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           (Signature)                                  (Signature)

John Y. Televantos                          Dino A. Rossi
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          (Print name)                                  (Print name)

Title:   Director                           Title:   President & CEO
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Date:    12/9/05                            Date:    12/9/05
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