Form 8 (OPD) Umeco plc

(a) Identity of the party to the offer making the disclosure:

Cytec UK Holdings Limited

(b) Owner or controller of interests and short positions disclosed, if different from 1(a):

The naming of nominee or vehicle companies is insufficient

(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

Use a separate form for each party to the offer

Umeco plc

(d) Is the party to the offer making the disclosure the offeror or the offeree?

Offeror

(e) Date position held:

12 April 2012

(f) Has the party previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer?

No

Class of relevant security:

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

NIL

-

NIL

-

(2) Derivatives (other than options):

NIL

-

NIL

-

(3) Options and agreements to purchase/sell:

NIL

-

NIL

-

TOTAL:

NIL

-

NIL

-

Class of relevant security in relation to which subscription right exists:

N/A

Details, including nature of the rights concerned and relevant percentages:

N/A

Details of any irrevocable commitments or letters of intent procured by the party to the offer making the disclosure or any person acting in concert with it (see Note 3 on Rule 2.11 of the Code):

Irrevocable Undertakings from Directors

The Umeco Directors have given irrevocable undertakings in relation to the Acquisition as follows:

* The undertakings and the numbers referred to in this table refer only to those Umeco Shares to which the relevant director is beneficially entitled and any share such director is otherwise able to control the exercise of in terms of the rights attaching to such share, including the ability to procure the transfer of such share. The undertakings and the numbers referred to in this table exclude any award that may be outstanding under the Umeco Share Schemes.

These irrevocable undertakings include undertakings from the Umeco Directors who hold Umeco Shares in respect of their entire beneficial holdings of Umeco Shares (other than Umeco Shares which may be issued in respect of tax approved option schemes):

(i) to vote in favour of the Scheme at the Court Meeting and the Special Resolution; and

(ii) if Cytec exercises its right to structure the Acquisition as a Takeover Offer, to accept or procure the acceptance of such Takeover Offer.

These irrevocable undertakings will cease to be binding if:

(i) the Announcement is not released by 12 April 2012 or such later date as Cytec and Umeco may, with the consent of the Panel, agree;

(ii) the Scheme Document is not published within 28 days of the date of this Announcement (or such later date as the Panel may agree);

(iii) the Offer Document (should the Acquisition be implemented by way of a Takeover Offer) is not posted to Umeco's Shareholders within the permitted period in the Code or as otherwise agreed with the Panel;

(iv) the Panel agrees or requires that the Acquisition not be made; or

(v) the Acquisition lapses, is withdrawn at any time or is not implemented, provided that the reason for such lapse, withdrawal or lack of implementation is not because Cytec has elected to switch so as to proceed with the Acquisition by way of a Takeover Offer rather than by way of the Scheme or vice versa.

Other irrevocable undertakings

Cytec has received an irrevocable undertaking from each of BlackRock, Hermes and Aberforth in respect of 4,423,956 (as at 9 April 2012 - see further below), 6,264,751 and 3,829,489 Umeco Shares respectively, representing, in aggregate, approximately 29.9 per cent. of the existing issued share capital of Umeco, undertaking:

(i) to vote in favour of the Scheme at the Court Meeting and the Special Resolution; and

(ii) if Cytec exercises its rights to structure the Acquisition as a Takeover Offer, to accept or procure the acceptance of such Takeover Offer.

BlackRock had the ability to control voting rights in 4,423,956 Umeco Shares as at close of business on 9 April 2012. Under the terms of the irrevocable undertaking given by BlackRock, BlackRock may, on the instructions of clients holding interests in those Umeco Shares, deal in those Umeco Shares other than as envisaged by the irrevocable undertaking.

The irrevocable undertaking given by BlackRock will cease to be binding if:

(i) the Announcement is not released by 16 April 2012;

(ii) the Scheme Document is not published within 28 days of the date of this Announcement;

(iii) the Offer Document (should the Acquisition be implemented by way of a Takeover Offer) is not published within 28 days from the date of the press announcement announcing the change in structure (or such other date as the Panel may require);

(iv) the Panel agrees or requires that the Acquisition not be made;

(v) the Acquisition lapses, is withdrawn at any time or is not implemented, provided that the reason for such lapse, withdrawal or lack of implementation is not because Cytec has elected to switch so as to proceed with the Acquisition by way of an Offer rather than by way of the Scheme or vice versa; or

(vi) an Alternative Offer (as defined below) has been announced by a third party in accordance with the requirements of Rule 2.7 of the Code. An "Alternative Offer" means an offer by a third party for the entire issued and to be issued share capital of Umeco (other than any shares held by such third party or persons acting in concert with it) which BlackRock determines (acting reasonably) values the Umeco Shares at a higher price than the Acquisition and is generally more advantageous to BlackRock than the Acquisition. In such event BlackRock and Cytec agree that where Cytec further announces a revised Acquisition in accordance with Rule 2.7 of the Code, which BlackRock determines (acting reasonably) values the Umeco Shares at the same or a higher price than under the Alternative Offer and is generally equal to or more advantageous to BlackRock than the Alternative Offer, the irrevocable undertaking will remain in force.

The irrevocable undertaking given by Hermes will cease to be binding:

(i) if the Announcement is not released by 12:00 p.m. (London time) on 13 April 2012;

(ii) if the Scheme Document is not published within 28 days of the date of this Announcement;

(iii) if a Higher Competing Offer (as defined below) has been announced in accordance with the requirements of Rule 2.7 of the Code. A "Higher Competing Offer" means a competing offer in respect of the Umeco Shares which represents, in Hermes' opinion, a value at any time of not less than 577.5 pence per Umeco Share;

(iv) in respect of any Umeco Shares that are sold or transferred or otherwise disposed of by Hermes at a price of not less than 577.5 pence per Umeco Share; or

(v) if the Scheme is withdrawn or does not become effective.

Aberforth has voting as well as management control over 3,829,489 Umeco Shares which are subject to the irrevocable undertaking. Aberforth is acting as agent on behalf of the underlying beneficial owners of those Umeco Shares.

The irrevocable undertaking given by Aberforth will cease to be binding:

(i) if the Announcement is not released by 12:00 p.m. (London time) on 12 April 2012;

(ii) if the Scheme Document is not published within 28 days of the date of this Announcement;

(iii) if a Higher Competing Offer (as defined below) has been announced in accordance with the requirements of Rule 2.7 of the Code. A "Higher Competing Offer" means a competing offer in respect of the Umeco Shares which represents, in Aberforth's opinion, a value at any time of not less than 577.5 pence per Umeco Share;

(iv) in respect of any Umeco Shares that are sold or transferred or otherwise disposed of by Aberforth at a price of not less than 577.5 pence per Umeco Share; or

(v) if the Scheme is withdrawn or does not become effective.

Note: defined terms used but not defined in this announcement have the meaning given to them in the Rule 2.7 announcement released by Cytec UK Holdings Limited on 12 April 2012.

Details of any interests, short positions and rights to subscribe of any person acting in concert with the party to the offer making the disclosure:

Barclays PLC, being a person acting in concert with Cytec UK Holdings Limited, was interested, as at 10 April 2012, directly or indirectly, in the following ordinary shares of 25 pence each in the capital of Umeco plc:

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the party to the offer making the disclosure or any person acting in concert with it:

If there are no such agreements, arrangements or understandings, state "none"

none

Details of any agreement, arrangement or understanding, formal or informal, between the party to the offer making the disclosure, or any person acting in concert with it, and any other person relating to:

(i) the voting rights of any relevant securities under any option; or

(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:

If there are no such agreements, arrangements or understandings, state "none"

none

Supplemental Form 8 (Open Positions)

NO

Supplemental Form 8 (SBL)

NO

12 April 2012

Jodi Allen

+1 973-357-3283