MACDERMID INC
8-K/A, 2000-01-03
MISCELLANEOUS CHEMICAL PRODUCTS
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                    UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                          Washington, D. C. 20549 - 1004

                                    FORM 8-K/A

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 27, 1999
                                                   -----------------
                        COMMISSION FILE NUMBER  0-2413
                                                ------
                          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.)

245 Freight Street, Waterbury, Connecticut            06702
- -----------------------------------------------------------
(Address of principal executive offices)           (Zip Code)

Registrant's telephone number, including area code  (203) 575-5700
                                                    --------------
                               None
               ---------------------------------
Former name, former address and former fiscal year, if changed
since last report.








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
                                                        -------    ------.














































<PAGE>

ITEM 5:  Other Events



     MacDermid, Incorporated previously announced on February 18,
1999 that it entered into a definitive merger agreement to acquire PTI , Inc.
The merger was closed on December 29, 1999.  The transaction had received
Federal Trade Commission approval on December 22, 1999.  Refer to the Press
Release dated December 29, 1999 attached as Exhibit 99 to this filing.



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:  January 3, 2000                            / s / John L. Cordani

                                                        John L. Cordani
                                                        Corporate Secretary








Logo
MacDermid Incorporated Newsline
Waterbury, CT 06720-9984
Tel (203) 575-5700
Offices located worldwide.


                          Waterbury, CT., December 29, 1999

                                For Immediate Release

                      MacDermid Closes Acquisition of Polyfibron



     MacDermid, Incorporated, a specialty chemical company headquartered in
Waterbury, CT. announced today that it has closed on its acquisition of PTI,
Inc. ("Polyfibron").  MacDermid had previously announced, on February 18, 1999,
that it had entered into a definitive agreement to acquire Polyfibron.  The
transaction had received Federal Trade Commission approval on December 22, 1999
and was closed today.

     The combined businesses of Polyfibron and MacDermid's existing graphic
arts business will operate under the name, "MacDermid Graphic Arts, Inc."  The
combination of MacDermid's existing liquid photopolymer printing plate business
with the business of Polyfibron is expected to position MacDermid as a leader
in the supply of specialty chemicals and related materials to the graphic arts
industry.  The transaction will be accounted for as a pooling of interests and
is expected to be accretive to MacDermid's per share earnings in the first full
fiscal year.

     Mr. Daniel H. Leever, Chairman and Chief Executive Officer of MacDermid,
said:

     "We are every bit as enthusiastic today as we were when we announced this
transaction some 10 months ago.  It is a testament to the people of MacDermid's
Graphic Arts business and Polyfibron that after such an extensive delay, they
have remained focused on serving customers and developing new technologies.  We
are confident the combined organizations will continue their proud traditions
that created their success so far, and at the same time look for opportunities
to learn from each other as we move forward as one."









This report and other Corporation reports and statements describe many of the
positive factors affecting the Corporation's future business prospects.
Investors should also be aware of factors which could have a negative impact on
those prospects.  These include political, economic or other conditions such as
currency exchange rates, inflation rates, recessionary or expansive trends,
taxes and regulations and laws affecting the business; competitive products,
advertising, promotional and pricing activity; the degree of acceptance of new
product introductions in the marketplace; technical difficulties which may
arise with new product introductions; and the difficulty of forecasting sales
at certain times in certain markets.






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