Cytec Excess Retirement Benefit Plan

Exhibit 10.12(j)


CYTEC EXCESS RETIREMENT BENEFIT PLAN


(as amended 9/23/98 and 5/11/00)


Effective as of January 1, 1994, Cytec Industries Inc. (the "Company") hereby establishes the Cytec Excess Retirement Plan (the "Plan"). The Plan is intended to constitute an unfunded "excess benefit plan" as defined in Section 3(36) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA") which is exempt from ERISA's provisions. The Plan provides benefits in excess of the limitations imposed by Section 415 of the Internal Revenue Code of 1986, as amended (the "Code") on the benefits of certain employees participating in the Cytec Past Service Retirement Plan and the Cytec Salaried and Nonbargaining Employees' Retirement Plan. The Plan is not a qualified plan under the Code and benefits are paid by or on behalf of the Employer.


The Plan is intended to replace that portion of the American Cyanamid Company and Subsidiaries ERISA Excess Retirement Plan (the "Cyanamid Excess Plan") which provided benefits in excess of the limits imposed by Section 415 of the Code. Pursuant to the Transfer and Distribution Agreement dated December 17, 1993 between American Cyanamid Company and Cytec Industries Inc., the Plan assumes such excess liabilities attributable to employees of the Company and certain subsidiaries of the Company covered by the Cyanamid Excess Plan on December 31, 1993 who became employees of an Employer on January 1, 1994.


ARTICLE I


Definitions


1.1 "Actuarial Equivalent" means an amount or benefit of equal value based on the interest rate used by the Pension Benefit Guaranty Corporation for purposes of determining the present value of lump sum distributions on plan terminations, as the same is in effect from time to time, and the 1971 TPF&C Forecast Mortality Table (or, at the discretion of the Pension Administration Committee, the most recent version of such table) with employee ages set back one year and beneficiary ages set back five years.


1.2 "Board of Directors" means the Board of Directors of Cytec Industries Inc.


1.3 "Eligible Employee" means any person employed by the Employer who is a participant in the Employees' Retirement Plan and/or the Past Service Plan and whose vested benefits payable under either or both of the Retirement Plans are subject to the Section 415 Limitation in any Plan Year.


1.4 "Employees' Retirement Plan" means the Cytec Salaried and Nonbargaining Employees' Retirement Plan, as amended from time to time.


1.5 "Employer" shall mean the Company, D Aircraft Products, Inc., Cytec Fiberite Inc., any successors thereto, and any of the Company's subsidiaries which adopts the Plan with the consent of the Board of Directors.


1.6 "Excess Benefit" shall mean the annual retirement benefit payable pursuant to the terms of this Plan.


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1.7 "Member" means an Eligible Employee who becomes a Member pursuant to Article II.


1.8 "Normal Retirement Date" means the Normal Retirement Date as defined in the Employees' Retirement Plan.


1.9 "Past Service Plan" means the Cytec Past Service Retirement Plan.


1.10 "Pension Plan Benefit" means the aggregate annual retirement benefit payable to or on account of a Member from the Retirement Plans.


1.11 "Pension Administration Committee" means the Pension Administration Committee created by the Board of Directors, and any successor thereto.


1.12 "Plan" means this Cytec Excess Retirement Plan, as set forth herein, as amended from time to time.


1.13 "Plan Year" means each twelve (12) consecutive month period commencing each January 1 and ending on the following December 31.


1.14 "Retirement Plans" means the Past Service Plan and the Employees' Retirement Plan.


1.15 "Section 415 Limitation" means the limitation under Section 415 of the Code on annual benefits payable from the Retirement Plans.


1.16 "Years of Service" means Years of Service as defined under the Employees' Retirement Plan, which includes Years of Service credited for purposes of the Past Service Plan.


1.17 For purposes of this Plan, unless the context requires otherwise, the masculine includes the feminine, the singular the plural, and vice-versa. Any reference to a "Section" or "Article"


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shall mean the indicated section or article of this Plan unless otherwise specified.


ARTICLE II


Participation


Each Eligible Employee who qualifies for a normal, early or deferred Pension Plan Benefit under the Retirement Plans shall be entitled to an Excess Benefit computed in accordance with Section 3.1, provided that he is credited with at least five Years of Service on the date of his retirement.


ARTICLE III


Excess Benefit


3.1 Amount of Excess Benefit


The amount of a Member's Excess Benefit shall be equal to the difference between the Member's Pension Plan Benefit, expressed as a straight life annuity with no ancillary benefits, and the Pension Plan Benefit, expressed as a straight life annuity with no ancillary benefits, which would ...