UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 13F COVER PAGE Report for the Calendar Year or Quarter Ended: September 30, 2001 Check here if Amendment [ ]; Amendment Number: _____ This Amendment (Check only one.): [ ] is a restatement. [ ] adds new holdings entries. Institutional Investment Manager Filing this Report: Name: International Specialty Products Inc. Address: 300 Delaware Avenue Wilmington, Delaware 19801 Form 13F File Number: 028-05874 The institutional investment manager filing this report and the person by whom it is signed hereby represent that the person signing the report is authorized to submit it, that all information contained herein is true, correct and complete, and that it is understood that all required items, statements, schedules, lists, and tables, are considered integral parts of this form. Person Signing this Report on Behalf of Reporting Manager: Name: Richard A. Weinberg Title: Executive Vice President and General Counsel Phone: 973-628-3520 Signature, Place, and Date of Signing: /s/ Richard A. Weinberg Wayne, New Jersey November 13, 2001 ----------------------- ----------------- ----------------- [Signature] [City, State] [Date] Report Type (Check only one.): [X] 13F HOLDINGS REPORT. (Check here if all holdings of this reporting manager are reported in this report.) [ ] 13F NOTICE. (Check here if no holdings reported are in this report, and all holdings are reported by other reporting manager(s).) [ ] 13F COMBINATION REPORT. (Check here if a portion of the holdings for this reporting manager are reported in this report and a portion are reported by other reporting manager(s).) Form 13F SUMMARY PAGE Report Summary: Number of Other Included Managers: 3 Form 13F Information Table Entry Total: 4 Form 13F Information Table Value Total: $197,346 (thousands) Confidential information has been omitted and filed with the Commission in accordance with Rule 24b-2 and Form 13F. List of Other Included Managers: Provide a numbered list of the name(s) and Form 13F file number(s) of all institutional investment managers with respect to which this report is filed, other than the manager filing this report. No. Form 13F File Number Name --- -------------------- ---- 1 028-07274 ISP Chemco Inc. (formerly, ISP Opco Holdings Inc.) 2 028-06621 ISP Investco LLC 3 028-06623 Newco Holdings Inc. NAME OF REPORTING PERSON: INTERNATIONAL SPECIALTY PRODUCTS INC. Column 1 Column 2 Column 3 Column 4 Column 5 Column 6 Column 7 Column 8 Title Shares Of Value or Investment Other Voting Authority Name of Issuer Class CUSIP (x $1,000) Prin Amt Discretion Managers Sole Shared None -------------- ----- ----- ---------- -------- ---------- -------- ---- ------ ---- Hercules Inc. COM 427056106 88,433 10,719,200 SH DEFINED 2,3 10,719,200 Honeywell COM 438516106 91,098 3,450,677 SH DEFINED 2,3 3,450,677 Newport News Shipbuilding COM 652228107 17,601 261,925 SH DEFINED 2,3 261,925 Phillips Petroleum COM 718507106 213 3,954 SH DEFINED 2,3 3,954 Column Total 197,346 Pursuant to the Instructions to Form 13F, holdings of fewer than 10,000 shares and less than $200,000 aggregate fair market value have not been reported.