CABOT CORP — Major Shareholding Notification 2009

Jan 7, 2009

SC 13G/A 1 y73513isc13gza.htm AMENDMENT TO SCHEDULE 13G SC 13G/A PAGEBREAK

Table of Contents

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 3)*

Cabot Corporation

(Name of Issuer)

Common Stock, $1 par value

(Title of Class of Securities)

127055101

(CUSIP Number)

December 31, 2008

(Date of Event which Requires Filing

of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o	Rule 13d-1(b)
þ	Rule 13d-1(c)
o	Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Page 1 of 9

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TOC

TABLE OF CONTENTS

Item 1(b) Address of Issuer’s Principal Executive Offices
Items 2(a) Name of Person Filing
Item 2(b) Address of Principal Business Office
Item 2(c) Citizenship
Item 2(d) Title of Class of Securities
Item 2(e) CUSIP Number
Item 3 Not Applicable
Item 4 Ownership
Item 5 Ownership of Five Percent or Less of a Class
Item 6 Ownership of More than Five Percent on Behalf of Another Person
Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
Item 8 Identification and Classification of Members of the Group
Item 9 Notice of Dissolution of Group
Item 10 Certification
SIGNATURE

/TOC

Table of Contents

CUSIP No. 127055101 13G Page 2 of 9 Pages

1	NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON S.A.C. Capital Advisors, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
	(a) o
	(b) þ
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
	5	SOLE VOTING POWER
NUMBER OF		0
SHARES	6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY		0 (see Item 4)
EACH	7	SOLE DISPOSITIVE POWER
REPORTING
PERSON		0
WITH	8	SHARED DISPOSITIVE POWER
		0 (see Item 4)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	0 (see Item 4)
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	0% (see Item 4)
12	TYPE OF REPORTING PERSON*
	00

*SEE INSTRUCTION BEFORE FILLING OUT

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CUSIP No. 127055101 13G Page 3 of 9 Pages

1	NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON S.A.C. Capital Management, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
	(a) o
	(b) þ
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
	5	SOLE VOTING POWER
NUMBER OF		0
SHARES	6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY		0 (see Item 4)
EACH	7	SOLE DISPOSITIVE POWER
REPORTING
PERSON		0
WITH	8	SHARED DISPOSITIVE POWER
		0 (see Item 4)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	0 (see Item 4)
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	0% (see Item 4)
12	TYPE OF REPORTING PERSON*
	00

*SEE INSTRUCTION BEFORE FILLING OUT

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CUSIP No. 127055101 13G Page 4 of 9 Pages

1	NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON S.A.C. Capital Associates, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
	(a) o
	(b) þ
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Anguilla, British West Indies
	5	SOLE VOTING POWER
NUMBER OF		0
SHARES	6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY		0 (see Item 4)
EACH	7	SOLE DISPOSITIVE POWER
REPORTING
PERSON		0
WITH	8	SHARED DISPOSITIVE POWER
		0 (see Item 4)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	0 (see Item 4)
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	0% (see Item 4)
12	TYPE OF REPORTING PERSON*
	00

*SEE INSTRUCTION BEFORE FILLING OUT

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CUSIP No. 127055101 13G Page 5 of 9 Pages

1	NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Steven A. Cohen
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
	(a) o
	(b) þ
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	United States
	5	SOLE VOTING POWER
NUMBER OF		0
SHARES	6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY		0 (see Item 4)
EACH	7	SOLE DISPOSITIVE POWER
REPORTING
PERSON		0
WITH	8	SHARED DISPOSITIVE POWER
		0 (see Item 4)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	0 (see Item 4)
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	0% (see Item 4)
12	TYPE OF REPORTING PERSON*
	IN

*SEE INSTRUCTION BEFORE FILLING OUT

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link2 "Item 1(a) Name of Issuer"

Item 1(a)
Cabot Corporation

link2 "Item 1(b) Address of Issuer’s Principal Executive Offices"

Item 1(b)
Two Seaport Lane, Suite 1300, Boston, Massachusetts 02210

link2 "Items 2(a) Name of Person Filing"

| Items 2(a) |
| --- |
| This statement is filed by: (i) S.A.C. Capital Advisors, LLC (“SAC
Capital Advisors”) with respect to shares of common stock, par value $1
per share (“Shares”), of the Issuer beneficially owned by S.A.C.
Capital Associates, LLC ( “SAC Capital Associates”) and S.A.C.
MultiQuant Fund, LLC (“SAC MultiQuant Fund”); (ii) S.A.C. Capital
Management, LLC (“SAC Capital Management”) with respect to Shares
beneficially owned by SAC Capital Associates and SAC MultiQuant Fund;
(iii) SAC Capital Associates with respect to Shares beneficially owned
by it; and (iv) Steven A. Cohen with respect to Shares beneficially
owned by SAC Capital Advisors, SAC Capital Management, SAC Capital
Associates and SAC MultiQuant Fund. |

link2 "Item 2(b) Address of Principal Business Office"

| Item 2(b) |
| --- |
| The address of the principal business office of (i) SAC Capital
Advisors and Mr. Cohen is 72 Cummings Point Road, Stamford,
Connecticut 06902, (ii) SAC Capital Management is 540 Madison Avenue,
New York, New York 10022 and (iii) SAC Capital Associates is P.O. Box
58, Victoria House, The Valley, Anguilla, British West Indies. |

link2 "Item 2(c) Citizenship"

| Item 2(c) |
| --- |
| SAC Capital Advisors and SAC Capital Management are Delaware limited
liability companies. SAC Capital Associates is an Anguillan limited
liability company. Mr. Cohen is a United States citizen. |

link2 "Item 2(d) Title of Class of Securities"

Item 2(d)
Common Stock, $1 par value

link2 "Item 2(e) CUSIP Number"

Item 2(e)
127055101

link2 "Item 3 Not Applicable"

Item 3 Not Applicable

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link2 "Item 4 Ownership"

| Item 4 |
| --- |
| As of the close of business on December 31, 2008: |
| 1. S.A.C. Capital Advisors, LLC |
| (a) Amount beneficially owned: -0- |
| (b) Percent of class: 0% |
| (c)(i) Sole power to vote or direct the vote: -0- |
| (ii) Shared power to vote or direct the vote: -0- |
| (iii) Sole power to dispose or direct the disposition: -0- |
| (iv) Shared power to dispose or direct the disposition: -0- |
| 2. S.A.C. Capital Management, LLC |
| (a) Amount beneficially owned: -0- |
| (b) Percent of class: 0% |
| (c)(i) Sole power to vote or direct the vote: -0- |
| (ii) Shared power to vote or direct the vote: -0- |
| (iii) Sole power to dispose or direct the disposition: -0- |
| (iv) Shared power to dispose or direct the disposition: -0- |
| 3. S.A.C. Capital Associates, LLC |
| (a) Amount beneficially owned: -0- |
| (b) Percent of class: 0% |
| (c)(i) Sole power to vote or direct the vote: -0- |
| (ii) Shared power to vote or direct the vote: -0- |
| (iii) Sole power to dispose or direct the disposition: -0- |
| (iv) Shared power to dispose or direct the disposition: -0- |
| 4. Steven A. Cohen
(a) Amount beneficially owned: -0- |
| (b) Percent of class: 0% |
| (c)(i) Sole power to vote or direct the vote: -0- |
| (ii) Shared power to vote or direct the vote: -0- |
| (iii) Sole power to dispose or direct the disposition: -0- |
| (iv) Shared power to dispose or direct the disposition: -0- |
| SAC Capital Advisors, SAC Capital Management and Mr. Cohen own
directly no Shares. Pursuant to investment management agreements in
effect at the time, each of SAC Capital Advisors and SAC Capital
Management shared all investment and voting power with respect to the
securities held by SAC Capital Associates and SAC MultiQuant Fund.
Mr. Cohen controls each of SAC Capital Advisors and SAC Capital
Management . Each of SAC Capital Advisors, SAC Capital Management and
Mr. Cohen disclaims beneficial ownership of any of the securities
covered by this statement. |

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link2 "Item 5 Ownership of Five Percent or Less of a Class"

| Item 5 |
| --- |
| If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the
following. þ |

link2 "Item 6 Ownership of More than Five Percent on Behalf of Another Person"

Item 6
Not Applicable

link2 "Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company"

Item 7
Not Applicable

link2 "Item 8 Identification and Classification of Members of the Group"

Item 8
Not Applicable

link2 "Item 9 Notice of Dissolution of Group"

Item 9
Not Applicable

link2 "Item 10 Certification"

Item 10 Certification :

By signing below the signatory certifies that, to the best of his knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

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link1 "SIGNATURE"

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: January 7, 2009

S.A.C. CAPITAL ADVISORS, LLC
By:	/s/ Peter Nussbaum
Name:	Peter Nussbaum
Title:	Authorized Person
S.A.C. CAPITAL MANAGEMENT, LLC
By:	/s/ Peter Nussbaum
Name:	Peter Nussbaum
Title:	Authorized Person
S.A.C. CAPITAL ASSOCIATES, LLC
By:	/s/ Peter Nussbaum
Name:	Peter Nussbaum
Title:	Authorized Person
STEVEN A. COHEN
By:	/s/ Peter Nussbaum
Name:	Peter Nussbaum
Title:	Authorized Person

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