1 (a) NAME OF ISSUER (Please type or print) 

Sequa Corporation

(b)IRS IDENT. NO 

13-1885030

(c) S.E.C. FILE NO.

1-804

1 (d) ADDRESS OF ISSUER                                                                                                                   STREET                                                      CITY                                   STATE                                                   ZIP CODE

(e) TELEPHONE NO.

200 Park Avenue, 44th Floor, New York, NY 10166

AREA CODE

(212)

NUMBER

986-5500

2 (a) NAME OF PERSON FOR WHOSE ACCOUNT THE SECURITIES ARE TO BE SOLD

Sequa Corporation Master Trust

(b) IRS IDENT. NO.

13-3708654

(c) RELATIONSHIP TO ISSUER

Affiliate

(d) ADDRESS STREET                                               CITY                                      STATE                   ZIP CODE

c/o Bank of New York, One Wall St., NY, NY 10286

3 (a)

(b)

SEC USE ONLY

(c)

(d)

(e)

(f)

(g)

Title of the

Class of

Securities

To Be Sold

Name and Address of Each Broker Through Whom the

Securities are to be Offered or Each Market Maker

who is Acquiring the Securities

Broker-Dealer

File Number

Number of Shares

or Other Units

To Be Sold

(See instr. 3(c))

Aggregate

Market

Value

(See instr. 3(d))

Number of Shares

or Other Units

Outstanding

(See instr. 3(e))

Approximate

Date of Sale

(See instr. 3(f))

(MO.  DAY  YR.)

Name of Each

Securities

Exchange

(See instr. 3(g))

Class A Common

BNY Brokerage Inc.,

1633 Broadway, New York, NY

35,000

2,870,000

7,930,379

05/31/06

NYSE

1. (a)  Name of issuer

3. (a) Title of the class of securities to be sold

    (b)  Issuer’s I.R.S. Identification Number

    (b)  Name and address of each broker through whom the securities are intended to be sold

    (c)  Issuer’s S.E.C. file number, if any

    (c)  Number of shares or other units to be sold (if debt securities, give the aggregate face amount)

    (d)  Issuer’s address, including zip code

    (d)  Aggregate market value of the securities to be sold as of a specified date within 10 days prior to the filing of this notice

    (e)  Issuer’s telephone number, including area code

    (e)  Number of shares or other units of the class outstanding, or if debt securities the face amount thereof outstanding, as   shown by the most recent report or statement published by the issuer

2. (a)  Name of person for whose account the securities are to be sold

    (f)  Approximate date on which the securities are to be sold

    (b)  Such person’s I.R.S. identification number, if such person is an entity

    (g)  Name of each securities exchange, if any, on which the securities are intended to be sold

    (c)  Such person’s relationship to the issuer (e.g., officer, director, 10%       stockholder, or member of immediate family of any of the foregoing)

    (d)  Such person’s address, including zip code

Title of
the Class

Date you Acquired

Nature of Acquisition Transaction

Name of Person from Whom Acquired
(If gift, also give date donor acquired)

Amount of Securities Acquired

Date of Payment

Nature of Payment

Class A Common

4/22/1992

Contribution

Sequa Corporation

120,000 shares

4/22/1992

INSTRUCTIONS:    1.   If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

2.  If within two years after the acquisition of the securities
the person for whose account they are to be sold had any
short positions, put or other option to dispose of securities
referred to in paragraph (d)(3) of Rule 144, furnish full
information with respect thereto.

Name and Address of Seller

Title of Securities Sold

Date of Sale

Amount of
Securities Sold

Gross Proceeds

-0-

INSTRUCTIONS: 

See the definition of “person” in paragraph (a) of Rule 144. Information is to be given not only as to
  the person for whose account the securities are to be sold but also as to all other persons included
  in that definition. In addition, information shall be given as to sales by all persons whose sales are
required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

ATTENTION: 

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. 

ATTENTION:  Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)