(Mark one)

[X]

Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended

March 31, 2004

OR

[   ]

Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from__________ to__________

Commission File Number 1-804

SEQUA CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

13-1885030

(State or other jurisdiction of
incorporation or organization)

(IRS Employer Identification Number)

200 Park Avenue
New York, New York

10166

(Address of principal executive offices)

(Zip code)

(212) 986-5500

(Registrant's telephone number, including area code)

Yes

X

No

Yes

X

No

Class

Outstanding at April 30, 2004

Class A Common Stock, no par value

7,110,823

Class B Common Stock, no par value

3,329,772

For the Three Months
Ended March 31,

2004

2003*

Sales

$

446,066

$

388,912

Costs and expenses

Cost of sales

367,501

328,072

Selling, general and administrative

60,452

54,888

427,953

382,960

Operating income

18,113

5,952

Other income (expense)

Interest expense

(18,066

)

(15,836

)

Interest income

858

738

Equity in income of
  unconsolidated joint ventures

1,267

4,548

Other, net

(1,688

)

(2,424

)

Income (loss) from continuing operations

before income taxes

484

(7,022

)

Income tax (provision) benefit

(200

)

3,000

Income (loss) from continuing operations

284

(4,022

)

Income from discontinued operations, net

of income taxes

969

885

Net income (loss)

1,253

(3,137

)

Preferred dividends

(516

)

(516

)

Net income (loss) available to common stock

$

737

$

(3,653

)

Basic and diluted income (loss) per share

Loss from continuing operations

$

(0.02

)

$

(0.43

)

Income from discontinued operations

0.09

0.08

Net income (loss)

$

0.07

$

(0.35

)

Dividends declared per share

  Preferred

$

1.25

$

1.25

Sequa Corporation and Subsidiaries

Consolidated Balance Sheet

(Amounts in thousands)

ASSETS

(Unaudited)

March 31,

December 31,

2004

2003*

Current assets

Cash and cash equivalents

$

147,169

$

184,293

Trade receivables (less allowances of $15,325
  and $15,321)

332,892

315,210

Inventories

406,931

394,258

Assets of discontinued operations

50,348

50,903

Deferred income taxes

50,212

50,071

Other current assets

34,703

37,579

  Total current assets

1,022,255

1,032,314

Investments

Investments and other receivables

94,579

90,552

Assets of discontinued operations

73,095

76,751

167,674

167,303

Property, plant and equipment, net

429,293

435,319

Other assets

Goodwill

145,748

145,566

Deferred income taxes

18,785

15,097

Deferred charges and other assets

100,449

97,225

264,982

257,888

Total assets

$

1,884,204

$

1,892,824

The accompanying notes are an integral part of the financial statements.

*See Notes 1 and 9 to the consolidated financial statements.

Sequa Corporation and Subsidiaries

Consolidated Balance Sheet

(Amounts in thousands, except share data)

LIABILITIES AND SHAREHOLDERS' EQUITY

(Unaudited)

March 31,

December 31,

2004

2003*

Current liabilities

Current maturities of long-term debt

$

1,237

$

2,508

Accounts payable

168,525

167,190

Taxes on income

22,625

21,363

Liabilities of discontinued operations

5,800

8,782

Accrued expenses

156,684

168,492

  Total current liabilities

354,871

368,335

Noncurrent liabilities

Long-term debt

798,189

798,166

Liabilities of discontinued operations

1,750

1,787

Other noncurrent liabilities

130,533

126,445

930,472

926,398

Shareholders' equity

Preferred stock--$1 par value, 1,825,000
  shares authorized, 797,000 shares of $5
  cumulative convertible stock issued at
  March 31, 2004 and December 31, 2003
  (involuntary liquidation value--$17,181 at
  March 31, 2004)

797

797

Class A common stock--no par value, 50,000,000
  shares authorized, 7,322,000 shares issued at
  March 31, 2004 and December 31, 2003

7,322

7,321

Class B common stock--no par value, 10,000,000
  shares authorized, 3,727,000 shares issued at
  March 31, 2004 and December 31, 2003

3,727

3,727

Capital in excess of par value

289,984

290,043

Retained earnings

384,144

383,408

Accumulated other comprehensive loss

(9,477

)

(9,398

)

676,497

675,898

Less:  Cost of treasury stock

77,636

77,807

  Total shareholders' equity

598,861

598,091

Total liabilities and shareholders' equity

$

1,884,204

$

1,892,824

The accompanying notes are an integral part of the financial statements.

*See Notes 1 and 9 to the consolidated financial statements.

Sequa Corporation and Subsidiaries

Consolidated Statement of Cash Flows

(Amounts in thousands)

(Unaudited)

For the Three Months
Ended March 31,

2004

2003*

Cash flows from operating activities:

Income (loss) from continuing operations before income taxes

$

484

$

(7,022

)

Adjustments to reconcile income (loss) from continuing operations
  to net cash provided by operating activities:

Depreciation and amortization

20,149

19,631

Provision for losses on receivables

814

986

Equity in income of unconsolidated joint ventures

(1,267

)

(4,548

)

Other items not providing cash

794

90

Changes in operating assets and liabilities:

Receivables

(18,771

)

(20,899

)

Inventories

(16,301

)

(15,214

)

Other current assets

2,925

6,958

Accounts payable and accrued expenses

(10,582

)

(4,778

)

Other noncurrent liabilities

2,983

4,301

Net cash (used for) continuing operations before income taxes

(18,772

)

(20,495

)

Net cash provided by (used for) discontinued operations before
  income taxes

1,991

(2,111

)

Income taxes paid, net

(3,612

)

(1,630

)

Net cash (used for) operating activities

(20,393

)

(24,236

)

Cash flows from investing activities:

Business purchased

(1,824

)

-    

Purchases of property, plant and equipment

(12,668

)

(15,025

)

Sales of property, plant and equipment

56

135

Other investing activities

9

(793

)

Net cash (used for) investing activities

(14,427

)

(15,683

)

Cash flows from financing activities:

Proceeds from accounts receivable sold

-    

52,000

Repurchases of accounts receivable sold

-    

(38,000

)

Proceeds from debt

212

-    

Payments of debt

(1,495

)

(789

)

Payments of preferred dividends

(516

)

(516

)

Other financing activities

(847

)

(4

)

Net cash (used for) provided by financing activities

(2,646

)

12,691

Effect of exchange rate changes on cash and cash equivalents

342

1,595

Net decrease in cash and cash equivalents

(37,124

)

(25,633

)

Cash and cash equivalents at beginning of period

184,293

138,814

Cash and cash equivalents at end of period

$

147,169

$

113,181