Date of Report (Date of earliest event reported): May 25, 2005

MINERALS TECHNOLOGIES INC.

(Exact name of registrant as specified in its charter)

Delaware

1-3295

25-1190717

(State or other jurisdiction
of incorporation)

(Commission File
Number)

(IRS Employer
Identification No.)

405 Lexington Avenue, New York, NY

10174-1901

(Address of principal executive offices)

(Zip Code)

(212) 878-1800

(Registrant's telephone number, including area code)

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 (17 CFR 230.425)

[ ]

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ]

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))

[ ]

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))

Item 5.03

Amendments to Articles of Incorporation or By-Laws; Changes in Fiscal Year.

On May 25, 2005, the Board of Directors (the "Board") of Minerals Technologies Inc. (the "Company") amended the Company's By-Laws to reflect that the Company no longer has an Executive Committee. In addition, the By-Laws were amended to reflect that the Board changed the name of the Corporate Governance Committee to the Corporate Governance and Nominating Committee and the name of the Compensation and Nominating Committee to the Compensation Committee.

A copy of the By-Laws, as amended effective May 25, 2005, is filed herewith as Exhibit 3.1 and incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits.

(c)

Exhibits

3.1

By-Laws of Minerals Technologies Inc., as amended and restated effective May 25, 2005.

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 hereunto duly authorized.