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

                                   FORM 8-K/A

                                (Amendment No. 1)

                                 Current Report


     Pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934

      Date of report (date of earliest event reported): September 16, 2004

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

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

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

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

     Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

[_]  Written communications pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)

[_]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
     240.14a-12)

[_]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b))

[_]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))





This amendment to the Current Report on Form 8-K, filed by Balchem Corporation
on September 22, 2004, is being filed to reflect the correct expiration date of
options granted on September 16, 2004. The correct expiration date is September
15, 2014. Item 1.01 is hereby amended and restated in its entirety as follows:

Item 1.01 Entry into a Material Definitive Agreement.

     On September 16, 2004, the Compensation Committee of the Board of Directors
of Balchem Corporation (the "Company") granted options to purchase shares of its
Common Stock to certain executive officers of the Company pursuant to the
Company's 1999 Stock Plan, as amended and restated (the "Plan"). Dino Rossi,
Francis Fitzpatrick, David Ludwig and Robert Miniger, each of whom are executive
officers of the Company, were granted options to purchase 22,000; 18,000; 15,000
and 6,000 shares of Common Stock, respectively, exercisable at a price of $29.60
per share.

     The options granted vest as follows: 20% on the first anniversary of the
grant date; 40% on the second anniversary of the grant date; and 40% on the
third anniversary of the grant date, and otherwise pursuant to the terms of the
Stock Option Grant document applicable thereto. The options expire on September
15, 2014. A copy of a form of the Company's Stock Option Grant, pursuant to the
Plan, is filed herewith as Exhibit 10.3.1.

     Also filed herewith, as Exhibit 10.3.2, is a copy of a form of Director
Option Grant Agreement, pursuant to the Plan.





                                    SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.

                                             BALCHEM CORPORATION


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

Dated: September 24, 2004