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

                               FORM 13F COVER PAGE

Report for the Calendar Year or Quarter Ended: September 29, 2002

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, Suite 303
                 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 12, 2002
-----------------------         -----------------          -----------------
      [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:                  2

Form 13F Information Table Entry Total:             3

Form 13F Information Table Value Total:      $166,768
                                           (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
---         --------------------                            ----

 2                028-06621                ISP Investco LLC

 3                028-06623                International Specialty 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          92,803     9,893,700SH     DEFINED       2,3                   9,893,700
AT&T Canada          COM      00207Q202          43,477     1,352,324SH     DEFINED       2,3                   1,352,324
Hershey Foods        COM      427866108          30,488       485,325SH     DEFINED       2,3                     485,325

                                 Column Total   166,768





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.



As of 9/29/02