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<SEC-DOCUMENT>0001157523-06-001715.txt : 20060217
<SEC-HEADER>0001157523-06-001715.hdr.sgml : 20060217
<ACCEPTANCE-DATETIME>20060217075336
ACCESSION NUMBER:		0001157523-06-001715
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20060214
ITEM INFORMATION:		Termination of a Material Definitive Agreement
ITEM INFORMATION:		Other Events
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20060217
DATE AS OF CHANGE:		20060217

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			CARPENTER TECHNOLOGY CORP
		CENTRAL INDEX KEY:			0000017843
		STANDARD INDUSTRIAL CLASSIFICATION:	STEEL WORKS, BLAST FURNACES  ROLLING MILLS (COKE OVENS) [3312]
		IRS NUMBER:				230458500
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			0630

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-05828
		FILM NUMBER:		06627206

	BUSINESS ADDRESS:	
		STREET 1:		1047 N PARK ROAD
		CITY:			WYOMISSING
		STATE:			PA
		ZIP:			19610-1339
		BUSINESS PHONE:		6102082000

	MAIL ADDRESS:	
		STREET 1:		1047 N PARK ROAD
		CITY:			WYOMISSING
		STATE:			PA
		ZIP:			19610
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>a5079002.txt
<DESCRIPTION>CARPENTER TECHNOLOGY CORPORATION 8-K
<TEXT>


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

                                    FORM 8-K

                                 CURRENT REPORT

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

              Date of Report:                    February 16, 2006

              (Date of earliest event reported): February 14, 2006

                           Commission File No. 1-5828

                        CARPENTER TECHNOLOGY CORPORATION
                        --------------------------------
             (Exact name of Registrant as specified in its Charter)

         Delaware                                               23-0458500
         --------                                               ----------
(State or other jurisdiction                                  (IRS Employer
     of incorporation)                                    Identification Number)

           P.O. Box 14662
         Reading Pennsylvania                                      19612
         --------------------                                      -----
(Address of principal executive offices)                         (Zip Code)

Registrant's telephone number, including area code: (610) 208-2000
                                                    --------------

Former name or former address, if changed since last Report: N/A
                                                             ---

     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

|_|  Soliciting material pursuant to Rule 14a-12 under the Exchange Act

|_|  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act

|_|  Pre-commencement to communications pursuant to Rule 13e-4(c) under the
     Exchange Act

<PAGE>


Items 1.02 and 8.01:

On February 13, 2006 Carpenter Technology Corporation issued a press release
announcing that Dr. J. Michael Fitzpatrick was hired as Vice Chairman of
Carpenter Technology Corporation, effective February 14, 2006. The most
significant terms of his employment include an annual base salary of $500,000
and the opportunity for a cash bonus payable under the Executive Annual
Compensation Plan ("EACP") (prorated for fiscal year 2006) upon the achievement
of certain financial performance goals. The corporate performance goals
applicable to Dr. Fitzpatrick are similar to those established for other
Executive Officers of Carpenter and are based upon return on net assets (RONA)
and earnings per share (EPS). The EACP performance goals are set at three
levels: Threshold, Target and Maximum. Upon achievement of each level, Dr.
Fitzpatrick will earn a percentage of his base salary as follows: Threshold -
40%; Target - 80%; Maximum - 160%. In addition, Dr. Fitzpatrick will have the
opportunity to earn grants of restricted stock (prorated for fiscal year 2006)
upon the achievement of the RONA and EPS goals as follows: Threshold - 1,500
shares; Target - 3,000 shares; Maximum - 6,000 shares. If earned, these shares
will vest ratably over two years. Dr. Fitzpatrick also received a grant of 5,000
shares of restricted stock that vest five years from the date of grant provided
that he remains employed by Carpenter at that time.

Dr. Fitzpatrick will be eligible for future grants of stock options as the
Carpenter Board of Directors may determine from time to time. He will also be
entitled to participate in Carpenter's Supplemental Executive Retirement Plan,
its Deferred Compensation Plan for Executives and Key Employees, its General
Retirement Plan, its 401(k) defined contribution plan and other Carpenter
benefit programs.

Item 9.01 - Financial Statements and Exhibits

(c)  Exhibits

     Exhibit No.    Description

        99.1        Press release dated February 13, 2006

<PAGE>


                                    SIGNATURE

     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.

Date: February 16, 2006                      CARPENTER TECHNOLOGY CORPORATION


                                             By: /s/ David A. Christiansen
                                                 -------------------------
                                                 David A. Christiansen
                                                 Vice President, General Counsel
                                                 and Secretary
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>a5079002ex991.txt
<DESCRIPTION>EXHIBIT 99.1 PRESS RELEASE
<TEXT>
                                                                    Exhibit 99.1

Carpenter Technology Corporation Announces Appointment of J. Michael Fitzpatrick
as Vice Chairman

    WYOMISSING, Pa.--(BUSINESS WIRE)--Feb. 13, 2006--Carpenter
Technology Corporation (NYSE:CRS) announced today that it has
appointed Dr. J. Michael Fitzpatrick as Vice Chairman, an executive
position reporting directly to Robert J. Torcolini, Chairman,
President and Chief Executive Officer, effective February 14, 2006. In
addition to his new role at the Company, Dr. Fitzpatrick will continue
as a member of the Board, on which he has served since 1997.
    Fitzpatrick will work closely with Carpenter's Chief Executive
Officer and the Company's senior management team on further developing
and executing a strategic growth plan for Carpenter. Fitzpatrick
brings extensive experience in strategic planning, operations and
technology management, international business and mergers and
acquisitions. He was formerly President and Chief Operating Officer of
Philadelphia-based Rohm and Haas Company.
    Mr. Torcolini commented, "Carpenter is extremely fortunate to have
Mike become an integral part of our management team. The Company
continues to perform very well and is positioned for further growth
and diversification. Mike's perspective as a Board member, combined
with his business background and experience, will be an asset as we
leverage the Company's strengths, take advantage of market
opportunities, and deliver superior business results in the years
ahead."
    Fitzpatrick, 59, holds a PhD in Chemistry from Rice University and
joined Rohm and Haas, a specialty chemical company, in 1975 shortly
after completing his post-doctoral studies at Harvard. While at Rohm
and Haas, he held positions in research and marketing and had general
management responsibilities for 13 years in Brazil, Italy, Mexico, and
the United Kingdom. After returning to the U.S., he later became
President and COO.
    Carpenter Technology Corporation (NYSE:CRS) based in Wyomissing,
PA, is a leading manufacturer and distributor of specialty alloys and
engineered products. For more information about Carpenter Technology
Corporation please visit the Company's website at www.cartech.com.
    Except for historical information, all other information in this
news release consists of forward-looking statements within the meaning
of the Private Securities Litigation Act of 1995. These
forward-looking statements are subject to risks and uncertainties that
could cause actual results to differ from those projected, anticipated
or implied. The most significant of these uncertainties are described
in Carpenter's filings with the Securities and Exchange Commission
including its annual report on Form 10-K for the year ended June 30,
2005, its subsequent Form 10-Q and the exhibits attached to those
filings. They include but are not limited to: 1) the cyclical nature
of the specialty materials business and certain end-use markets,
including aerospace, power generation, automotive, industrial and
consumer, or other influences on Carpenter's business such as new
competitors, the consolidation of customers and suppliers or the
transfer of manufacturing capacity from the United States to foreign
countries; 2) the ability of Carpenter to achieve cost savings,
productivity improvements or process changes; 3) the ability to recoup
increases in the cost of energy and raw materials or other factors; 4)
domestic and foreign excess manufacturing capacity for certain metals;
5) fluctuations in currency exchange rates; 6) the degree of success
of government trade actions; 7) the valuation of the assets and
liabilities in Carpenter's pension trusts and the accounting for
pension plans; 8) possible labor disputes or work stoppages; and 9)
the potential that our customers may substitute alternate materials or
adopt different manufacturing practices that replace or limit the
suitability of our products. Any of these factors could have an
adverse and/or fluctuating effect on Carpenter's results of
operations. The forward-looking statements in this document are
intended to be subject to the safe harbor protection provided by
Section 27A of the Securities Act of 1933, as amended, and Section 21E
of the Securities Exchange Act of 1934, as amended. Carpenter
undertakes no obligation to update or revise any forward-looking
statements.

    CONTACT: Carpenter Technology Corporation
             Jaime Vasquez, 610-208-2165
             Jvasquez@cartech.com
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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