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

                                SCHEDULE 13D

                 Under the Securities Exchange Act of 1934

                             (Amendment No. 10)*

                             Hexcel Corporation
------------------------------------------------------------------------------
                              (Name of Issuer)

                  Common Stock (Par Value $0.01 Per Share)
------------------------------------------------------------------------------
                       (Title of Class of Securities)

                                428291 10 8
------------------------------------------------------------------------------
                               (CUSIP Number)

         Robert C. Schwenkel, Esq.                 Ben I. Adler, Esq.
Fried, Frank, Harris, Shriver & Jacobson LLP      Goldman, Sachs & Co.
             One New York Plaza                    One New York Plaza
             New York, NY 10004                    New York, NY 10004
               (212) 859-8000                        (212) 902-1000

------------------------------------------------------------------------------
 (Name, Address and Telephone Number of Persons Authorized to Receive Notices
                             and Communications)

                               March 15, 2006
------------------------------------------------------------------------------
           (Date of Event which Requires Filing of this Statement)


     If the filing person has previously  filed a statement on Schedule 13G
to report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(e),  13d-1(f) or 13d-1(g), check
the following box |_|.

          Note.  Schedules  filed in paper  format  shall  include a signed
     original and five copies of the schedule,  including all exhibits. See
     Rule 13d-7 for other parties to whom copies are to be sent.

          * 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  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).




                                SCHEDULE 13D
CUSIP No. 428291 10 8                                          Page 2 of 39

1      NAME OF REPORTING PERSON
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

             THE GOLDMAN SACHS GROUP, INC.

2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) |_|
                                                                (b) |_|

3      SEC USE ONLY


4      SOURCE OF FUNDS

             AF, OO

5      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
       PURSUANT TO ITEMS 2(d) or 2(e)                               |_|


6      CITIZENSHIP OR PLACE OF ORGANIZATION

             DELAWARE

               7    SOLE VOTING POWER

  NUMBER OF
                         43,122
    SHARES

 BENEFICIALLY  8    SHARED VOTING POWER

   OWNED BY              1,290,752

               9    SOLE DISPOSITIVE POWER
     EACH
                         43,122
  REPORTING

    PERSON     10   SHARED DISPOSITIVE POWER

     WITH                1,490,642

11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

             1,533,764(1)

12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
       CERTAIN SHARES                                               |_|

13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

             1.6%(2)

14     TYPE OF REPORTING PERSON

             HC-CO


(1) This amount includes shares of common stock of Hexcel Corporation (the
"Company") that may be deemed to be beneficially owned by The Goldman Sachs
Group, Inc. ("GS Group") which are issuable upon the exercise of options
granted by the Company which are currently exercisable and held for the
benefit of GS Group.

(2) This percentage is calculated in accordance with Rule 13d-3(d)(1) of
the Securities Exchange Act of 1934, as amended, which specifically
excludes from such calculation all securities not outstanding which are
subject to options, warrants, rights or conversion privileges and which are
beneficially owned by any person other than GS Group.






                                SCHEDULE 13D
CUSIP No. 428291 10 8                                          Page 3 of 39

1      NAME OF REPORTING PERSON
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

             GOLDMAN, SACHS & CO.

2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) |_|
                                                                (b) |_|


3      SEC USE ONLY


4      SOURCE OF FUNDS

             AF, WC

5      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
       PURSUANT TO ITEMS 2(d) or 2(e)                               |X|


6      CITIZENSHIP OR PLACE OF ORGANIZATION

             NEW YORK

               7    SOLE VOTING POWER

  NUMBER OF
                         0
    SHARES

 BENEFICIALLY  8    SHARED VOTING POWER

   OWNED BY              1,290,752

               9    SOLE DISPOSITIVE POWER
     EACH
                         0
  REPORTING

    PERSON     10   SHARED DISPOSITIVE POWER

     WITH                1,490,642

11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

             1,490,642

12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
       CERTAIN SHARES                                               |_|

13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

             1.6%(1)

14     TYPE OF REPORTING PERSON

             BD-PN-IA

(1) This percentage is calculated in accordance with Rule 13d-3(d)(1) of
the Securities Exchange Act of 1934, as amended, which specifically
excludes from such calculation all securities not outstanding which are
subject to options, warrants, rights or conversion privileges and which are
beneficially owned by any person other than Goldman, Sachs & Co.




                                SCHEDULE 13D
CUSIP No. 428291 10 8                                          Page 4 of 39

1      NAME OF REPORTING PERSON
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

             GS ADVISORS 2000, L.L.C.

2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) |_|
                                                                (b) |_|


3      SEC USE ONLY


4      SOURCE OF FUNDS

             AF

5      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
       PURSUANT TO ITEMS 2(d) or 2(e)                               |_|


6      CITIZENSHIP OR PLACE OF ORGANIZATION

             DELAWARE

               7    SOLE VOTING POWER

  NUMBER OF
                         0
    SHARES

 BENEFICIALLY  8    SHARED VOTING POWER

   OWNED BY              995,852

               9    SOLE DISPOSITIVE POWER
     EACH
                         0
  REPORTING

    PERSON     10   SHARED DISPOSITIVE POWER

     WITH                995,852

11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

             995,852

12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
       CERTAIN SHARES                                               |_|

13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

             1.1%(1)

14     TYPE OF REPORTING PERSON

             OO

(1) This percentage is calculated in accordance with Rule 13d-3(d)(1) of
the Securities Exchange Act of 1934, as amended, which specifically
excludes from such calculation all securities not outstanding which are
subject to options, warrants, rights or conversion privileges and which are
beneficially owned by any person other than GS Advisors 2000, L.L.C.




                                SCHEDULE 13D
CUSIP No. 428291 10 8                                          Page 5 of 39

1      NAME OF REPORTING PERSON
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

             GOLDMAN, SACHS & CO. oHG

2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) |_|
                                                                (b) |_|


3      SEC USE ONLY


4      SOURCE OF FUNDS

             AF

5      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
       PURSUANT TO ITEMS 2(d) or 2(e)                               |_|


6      CITIZENSHIP OR PLACE OF ORGANIZATION

             GERMANY

               7    SOLE VOTING POWER

  NUMBER OF
                         0
    SHARES

 BENEFICIALLY  8    SHARED VOTING POWER

   OWNED BY              30,539

               9    SOLE DISPOSITIVE POWER
     EACH
                         0
  REPORTING

    PERSON     10   SHARED DISPOSITIVE POWER

     WITH                30,539

11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

             30,539

12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
       CERTAIN SHARES                                               |_|

13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

             Less than 0.1%

14     TYPE OF REPORTING PERSON

             PN





                                SCHEDULE 13D
CUSIP No. 428291 10 8                                          Page 6 of 39

1      NAME OF REPORTING PERSON
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

             GOLDMAN, SACHS MANAGEMENT GP GmbH

2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) |_|
                                                                (b) |_|


3      SEC USE ONLY


4      SOURCE OF FUNDS

             AF

5      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
       PURSUANT TO ITEMS 2(d) or 2(e)                               |_|


6      CITIZENSHIP OR PLACE OF ORGANIZATION

             GERMANY

               7    SOLE VOTING POWER

  NUMBER OF
                         0
    SHARES

 BENEFICIALLY  8    SHARED VOTING POWER

   OWNED BY              30,539

               9    SOLE DISPOSITIVE POWER
     EACH
                         0
  REPORTING

    PERSON     10   SHARED DISPOSITIVE POWER

     WITH                30,539

11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

             30,539

12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
       CERTAIN SHARES                                               |_|

13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

             Less than 0.1%

14     TYPE OF REPORTING PERSON

             CO





                                SCHEDULE 13D
CUSIP No. 428291 10 8                                          Page 7 of 39

1      NAME OF REPORTING PERSON
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

             GS EMPLOYEE FUNDS 2000 GP, L.L.C.

2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) |_|
                                                                (b) |_|


3      SEC USE ONLY


4      SOURCE OF FUNDS

             AF

5      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
       PURSUANT TO ITEMS 2(d) or 2(e)                               |_|


6      CITIZENSHIP OR PLACE OF ORGANIZATION

             DELAWARE

               7    SOLE VOTING POWER

  NUMBER OF
                         0
    SHARES

 BENEFICIALLY  8    SHARED VOTING POWER

   OWNED BY              232,075

               9    SOLE DISPOSITIVE POWER
     EACH
                         0
  REPORTING

    PERSON     10   SHARED DISPOSITIVE POWER

     WITH                232,075

11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

             232,075

12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
       CERTAIN SHARES                                               |_|

13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

             0.3%(1)

14     TYPE OF REPORTING PERSON

             OO

(1) This percentage is calculated in accordance with Rule 13d-3(d)(1) of
the Securities Exchange Act of 1934, as amended, which specifically
excludes from such calculation all securities not outstanding which are
subject to options, warrants, rights or conversion privileges and which are
beneficially owned by any person other than GS Employee Funds 2000 GP,
L.L.C.




                                SCHEDULE 13D
CUSIP No. 428291 10 8                                          Page 8 of 39

1      NAME OF REPORTING PERSON
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

             STONE STREET 2000, L.L.C.

2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) |_|
                                                                (b) |_|


3      SEC USE ONLY


4      SOURCE OF FUNDS

             AF

5      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
       PURSUANT TO ITEMS 2(d) or 2(e)                               |_|


6      CITIZENSHIP OR PLACE OF ORGANIZATION

             DELAWARE

               7    SOLE VOTING POWER

  NUMBER OF
                         0
    SHARES

 BENEFICIALLY  8    SHARED VOTING POWER

   OWNED BY              24,086

               9    SOLE DISPOSITIVE POWER
     EACH
                         0
  REPORTING

    PERSON     10   SHARED DISPOSITIVE POWER

     WITH                24,086

11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

             24,086

12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
       CERTAIN SHARES                                               |_|

13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

             Less than 0.1%

14     TYPE OF REPORTING PERSON

             OO




                                SCHEDULE 13D
CUSIP No. 428291 10 8                                          Page 9 of 39

1      NAME OF REPORTING PERSON
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

             GS CAPITAL PARTNERS 2000, L.P.

2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) |_|
                                                                (b) |_|


3      SEC USE ONLY


4      SOURCE OF FUNDS

             WC

5      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
       PURSUANT TO ITEMS 2(d) or 2(e)                               |_|


6      CITIZENSHIP OR PLACE OF ORGANIZATION

             DELAWARE

               7    SOLE VOTING POWER

  NUMBER OF
                         0
    SHARES

 BENEFICIALLY  8    SHARED VOTING POWER

   OWNED BY              730,451

               9    SOLE DISPOSITIVE POWER
     EACH
                         0
  REPORTING

    PERSON     10   SHARED DISPOSITIVE POWER

     WITH                730,451

11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

             730,451

12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
       CERTAIN SHARES                                               |_|

13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

             0.8%(1)

14     TYPE OF REPORTING PERSON

             PN

(1) This percentage is calculated in accordance with Rule 13d-3(d)(1) of
the Securities Exchange Act of 1934, as amended, which specifically
excludes from such calculation all securities not outstanding which are
subject to options, warrants, rights or conversion privileges and which are
beneficially owned by any person other than GS Capital Partners 2000, L.P.




                                SCHEDULE 13D
CUSIP No. 428291 10 8                                          Page 10 of 39

1      NAME OF REPORTING PERSON
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

             GS CAPITAL PARTNERS 2000 OFFSHORE, L.P.

2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) |_|
                                                                (b) |_|


3      SEC USE ONLY


4      SOURCE OF FUNDS

             WC

5      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
       PURSUANT TO ITEMS 2(d) or 2(e)                               |_|


6      CITIZENSHIP OR PLACE OF ORGANIZATION

             CAYMAN ISLANDS

               7    SOLE VOTING POWER

  NUMBER OF
                         0
    SHARES

 BENEFICIALLY  8    SHARED VOTING POWER

   OWNED BY              265,401

               9    SOLE DISPOSITIVE POWER
     EACH
                         0
  REPORTING

    PERSON     10   SHARED DISPOSITIVE POWER

     WITH                265,401

11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

             265,401

12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
       CERTAIN SHARES                                               |_|

13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

             0.3%(1)

14     TYPE OF REPORTING PERSON

             PN

(1) This percentage is calculated in accordance with Rule 13d-3(d)(1) of
the Securities Exchange Act of 1934, as amended, which specifically
excludes from such calculation all securities not outstanding which are
subject to options, warrants, rights or conversion privileges and which are
beneficially owned by any person other than GS Capital Partners 2000
Offshore, L.P.



                                SCHEDULE 13D
CUSIP No. 428291 10 8                                          Page 11 of 39

1      NAME OF REPORTING PERSON
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

             GS CAPITAL PARTNERS 2000 GmbH & CO. BETEILIGUNGS KG

2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) |_|
                                                                (b) |_|


3      SEC USE ONLY


4      SOURCE OF FUNDS

             WC

5      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
       PURSUANT TO ITEMS 2(d) or 2(e)                               |_|


6      CITIZENSHIP OR PLACE OF ORGANIZATION

             GERMANY

               7    SOLE VOTING POWER

  NUMBER OF
                         0
    SHARES

 BENEFICIALLY  8    SHARED VOTING POWER

   OWNED BY              30,539

               9    SOLE DISPOSITIVE POWER
     EACH
                         0
  REPORTING

    PERSON     10   SHARED DISPOSITIVE POWER

     WITH                30,539

11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

             30,539

12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
       CERTAIN SHARES                                               |_|

13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

             Less than 0.1%

14     TYPE OF REPORTING PERSON

             PN





                                SCHEDULE 13D
CUSIP No. 428291 10 8                                          Page 12 of 39

1      NAME OF REPORTING PERSON
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

             GS CAPITAL PARTNERS 2000 EMPLOYEE FUND, L.P.

2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) |_|
                                                                (b) |_|


3      SEC USE ONLY


4      SOURCE OF FUNDS

             WC

5      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
       PURSUANT TO ITEMS 2(d) or 2(e)                               |_|


6      CITIZENSHIP OR PLACE OF ORGANIZATION

             DELAWARE

               7    SOLE VOTING POWER

  NUMBER OF
                         0
    SHARES

 BENEFICIALLY  8    SHARED VOTING POWER

   OWNED BY              232,075

               9    SOLE DISPOSITIVE POWER
     EACH
                         0
  REPORTING

    PERSON     10   SHARED DISPOSITIVE POWER

     WITH                232,075

11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

             232,075

12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
       CERTAIN SHARES                                               |_|

13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

             0.3%(1)

14     TYPE OF REPORTING PERSON

             PN

(1) This percentage is calculated in accordance with Rule 13d-3(d)(1) of
the Securities Exchange Act of 1934, as amended, which specifically
excludes from such calculation all securities not outstanding which are
subject to options, warrants, rights or conversion privileges and which are
beneficially owned by any person other than GS Capital Partners 2000
Employee Fund, L.P.




                                SCHEDULE 13D
CUSIP No. 428291 10 8                                          Page 13 of 39

1      NAME OF REPORTING PERSON
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

             STONE STREET FUND 2000, L.P.

2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) |_|
                                                                (b) |_|


3      SEC USE ONLY


4      SOURCE OF FUNDS

             WC

5      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
       PURSUANT TO ITEMS 2(d) or 2(e)                               |_|


6      CITIZENSHIP OR PLACE OF ORGANIZATION

             DELAWARE

               7    SOLE VOTING POWER

  NUMBER OF
                         0
    SHARES

 BENEFICIALLY  8    SHARED VOTING POWER

   OWNED BY              24,086

               9    SOLE DISPOSITIVE POWER
     EACH
                         0
  REPORTING

    PERSON     10   SHARED DISPOSITIVE POWER

     WITH                24,086

11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

             24,086

12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
       CERTAIN SHARES                                               |_|

13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

             Less than 0.1%

14     TYPE OF REPORTING PERSON

             PN





                                SCHEDULE 13D
CUSIP No. 428291 10 8                                          Page 14 of 39

1      NAME OF REPORTING PERSON
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

             LXH HOLDINGS CORP.

2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) |_|
                                                                (b) |_|


3      SEC USE ONLY


4      SOURCE OF FUNDS

             AF

5      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
       PURSUANT TO ITEMS 2(d) or 2(e)                               |_|


6      CITIZENSHIP OR PLACE OF ORGANIZATION

             DELAWARE

               7    SOLE VOTING POWER

  NUMBER OF
                         0
    SHARES

 BENEFICIALLY  8    SHARED VOTING POWER

   OWNED BY              0

               9    SOLE DISPOSITIVE POWER
     EACH
                         0
  REPORTING

    PERSON     10   SHARED DISPOSITIVE POWER

     WITH                0

11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

             0

12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
       CERTAIN SHARES                                               |_|

13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

             0.0%

14     TYPE OF REPORTING PERSON

             CO



                                SCHEDULE 13D
CUSIP No. 428291 10 8                                          Page 15 of 39

1      NAME OF REPORTING PERSON
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

             LXH HOLDINGS, L.P.

2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) |_|
                                                                (b) |_|


3      SEC USE ONLY


4      SOURCE OF FUNDS

             AF

5      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
       PURSUANT TO ITEMS 2(d) or 2(e)                               |_|


6      CITIZENSHIP OR PLACE OF ORGANIZATION

             DELAWARE

               7    SOLE VOTING POWER

  NUMBER OF
                         0
    SHARES

 BENEFICIALLY  8    SHARED VOTING POWER

   OWNED BY              0

               9    SOLE DISPOSITIVE POWER
     EACH
                         0
  REPORTING

    PERSON     10   SHARED DISPOSITIVE POWER

     WITH                0

11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

             0

12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
       CERTAIN SHARES                                               |_|

13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

             0.0%

14     TYPE OF REPORTING PERSON

             PN



                                SCHEDULE 13D
CUSIP No. 428291 10 8                                          Page 16 of 39

1      NAME OF REPORTING PERSON
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

             LXH, L.L.C.

2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) |_|
                                                                (b) |_|


3      SEC USE ONLY


4      SOURCE OF FUNDS

             AF, WC

5      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
       PURSUANT TO ITEMS 2(d) or 2(e)                               |_|


6      CITIZENSHIP OR PLACE OF ORGANIZATION

             DELAWARE

               7    SOLE VOTING POWER

  NUMBER OF
                         0
    SHARES

 BENEFICIALLY  8    SHARED VOTING POWER

   OWNED BY              4

               9    SOLE DISPOSITIVE POWER
     EACH
                         0
  REPORTING

    PERSON     10   SHARED DISPOSITIVE POWER

     WITH                4

11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

             4

12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
       CERTAIN SHARES                                               |_|

13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

             LESS THAN 0.1%

14     TYPE OF REPORTING PERSON

             OO



                                SCHEDULE 13D
CUSIP No. 428291 10 8                                          Page 17 of 39

1      NAME OF REPORTING PERSON
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

             LXH II, L.L.C.

2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) |_|
                                                                (b) |_|


3      SEC USE ONLY


4      SOURCE OF FUNDS

             AF, WC

5      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
       PURSUANT TO ITEMS 2(d) or 2(e)                               |_|


6      CITIZENSHIP OR PLACE OF ORGANIZATION

             DELAWARE

               7    SOLE VOTING POWER

  NUMBER OF
                         0
    SHARES

 BENEFICIALLY  8    SHARED VOTING POWER

   OWNED BY              3

               9    SOLE DISPOSITIVE POWER
     EACH
                         0
  REPORTING

    PERSON     10   SHARED DISPOSITIVE POWER

     WITH                3

11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

             3

12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
       CERTAIN SHARES                                               |_|

13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

             LESS THAN 0.1%

14     TYPE OF REPORTING PERSON

             OO



This Amendment No. 10, filed by The Goldman Sachs Group, Inc. ("GS Group"),
Goldman,  Sachs & Co.  ("Goldman  Sachs"),  GS Advisors 2000,  L.L.C.  ("GS
Advisors"),  Goldman, Sachs & Co. oHG ("GS oHG"), Goldman, Sachs Management
GP GmbH ("GS  GmbH"),  GS  Employee  Funds 2000 GP,  L.L.C.  ("GS  Employee
2000"), Stone Street 2000, L.L.C. ("Stone 2000"), GS Capital Partners 2000,
L.P.  ("GS  Capital"),   GS  Capital  Partners  2000  Offshore,  L.P.  ("GS
Offshore"),  GS  Capital  Partners  2000  GmbH & Co.  Beteiligungs  KG ("GS
Germany"),  GS Capital  Partners 2000 Employee Fund, L.P. ("GS  Employee"),
Stone Street Fund 2000, L.P. ("Stone Street" and, together with GS Capital,
GS Offshore, GS Germany and GS Employee, the "Limited  Partnerships"),  LXH
Holdings Corp. ("LXH Corp."), LXH Holdings,  L.P. ("LXH L.P."), LXH, L.L.C.
("LXH"), and LXH II, L.L.C. ("LXH II" and, together with LXH, the "Original
Purchasers")  (GS Group,  Goldman Sachs,  GS Advisors,  GS oHG, GS GmbH, GS
Employee 2000, Stone 2000, the Limited  Partnerships,  LXH Corp., LXH L.P.,
and the Original Purchasers,  collectively,  the "Filing Persons"),  amends
and  supplements  the  Schedule  13D filed by the Filing  Persons  with the
Securities  and  Exchange  Commission  (the "SEC") on December 28, 2000 (as
amended by  Amendment  No. 1 filed on December 20,  2002,  Amendment  No. 2
filed on March  21,  2003,  Amendment  No. 3 filed on  November  30,  2004,
Amendment  No. 4 filed  on  December  21,  2004,  Amendment  No. 5 filed on
December 27, 2004,  Amendment No. 6 filed on July 15, 2005, Amendment No. 7
filed on August 10,  2005,  Amendment  No. 8 filed on January 4, 2006,  and
Amendment No. 9 filed on March 3, 2006,  the "Schedule  13D"),  relating to
the common stock, par value $0.01 per share (the "Common Stock"), of Hexcel
Corporation, a Delaware corporation (the "Company"). Capitalized terms used
but not otherwise  defined herein shall have the meanings  ascribed to such
terms in the Schedule 13D.(1)

ITEM 4.   PURPOSE OF TRANSACTION.
          -----------------------

          Item 4 is hereby  amended  by adding  the  following  immediately
before the final three paragraphs thereof:

          Pursuant to an underwriting  agreement,  dated March 9, 2006 (the
"March 2006  Underwriting  Agreement"),  by and among the  Company,  the GS
Selling  Stockholders,  the  Other  Purchasers  (collectively  with  the GS
Selling  Stockholders,  the  "March  2006  Selling  Stockholders")  and the
representatives  of the several  underwriters  listed in Schedule I thereto
(collectively, the "March 2006 Underwriters"),  the March 2006 Underwriters
agreed to purchase from the March 2006 Selling  Stockholders  and the March
2006 Selling  Stockholders agreed to sell to the March 2006 Underwriters an
aggregate  of  21,433,306  shares of Common  Stock (the "March 2006 Sale"),
which aggregate  amount includes  12,825,521  shares held by the GS Selling
Stockholders.   In  addition,  pursuant  to  the  March  2006  Underwriting
Agreement,  the Other  Purchasers  granted the March 2006  Underwriters  an
option,  exercisable  within  30 days  after  the  date of the  March  2006
Underwriting  Agreement,  to purchase  an  additional  1,282,552  shares of
Common Stock from the Other Purchasers at the same purchase price per share
for the purpose of covering over-allotments (the "March 2006 Over-Allotment
Option").

----------------

1  Neither  the  present  filing  nor  anything  contained  herein  will be
construed as an admission that any filing Person constitutes a "person" for
any purpose other than for  compliance  with Sectin 13(d) of the Securities
Exchange Act of 1934.



          Pursuant  to the  final  prospectus  (the  "March  2006  Offering
Prospectus")  dated  March 9, 2006 (the  "March  2006  Offering  Prospectus
Date") and filed by the Company on March 10,  2006  pursuant to Rule 424(b)
of the Securities  Act, the public offering price in the public offering of
Common  Stock by the  Company  was  $20.00  per share and the  underwriting
discount  was $0.80 per  share.  Pursuant  to the March  2006  Underwriting
Agreement,  the March 2006 Underwriters agreed to purchase shares of Common
Stock  in  the  March  2006  Sale  and  upon  exercise  of the  March  2006
Over-Allotment  Option  at a price  per  share of  $19.20  (which is net of
underwriting  discounts  and  commissions).  Accordingly,  the  GS  Selling
Stockholders  sold an aggregate of 12,825,521 shares of Common Stock to the
March  2006  Underwriters  at a price per share of $19.20  (which is net of
underwriting   discounts  and  commissions)  for  an  aggregate  amount  of
$246,250,003.20.  The March 2006 Underwriting  Agreement  contains standard
terms  and   conditions   for  a  public   offering   including   customary
representations  and  warranties  and indemnity  provisions.  The foregoing
description of the March 2006 Underwriting  Agreement is not intended to be
complete and is qualified in its entirety by the complete text of the March
2006 Underwriting  Agreement,  the form of which is incorporated  herein by
reference to Exhibit 1.1 to the  Company's  Registration  Statement on Form
S-3 (No. 333-132101) filed on February 28, 2006.

          The March 2006 Sale was consummated on March 15, 2006.

          Pursuant to the Amended and Restated Governance Agreement,  if at
any time the number of nominees entitled to be designated by the GS Selling
Stockholders  for election to the Board  decreases,  then,  within ten days
thereafter,  the GS Selling  Stockholders must cause a sufficient number of
directors nominated by the GS Selling Stockholders and serving on the Board
(the "GS Designated Directors") to resign from the Board so that the number
of GS Designated  Directors after such resignation(s)  equals the number of
nominees  that the GS  Selling  Stockholders  would have been  entitled  to
designate  had an election  of  directors  taken  place at such time.  Upon
consummation  of the March 2006 Sale,  the number of  nominees  that the GS
Selling  Stockholders  are entitled to designate  for election to the Board
pursuant to the Amended and Restated  Governance  Agreement  decreased from
two  to  zero.  Accordingly,  on  March  15,  2006,  the  remaining  two GS
Designated Directors resigned from the Board.

          Additionally,  upon the  consummation of the March 2006 Sale, the
Amended and Restated Governance Agreement terminated in accordance with its
terms.

ITEM 5.   INTERESTS IN SECURITIES OF THE ISSUER.
          --------------------------------------

Item 5 is hereby amended and restated in its entirety as follows:

          (a) As of March 15, 2006, GS Group may be deemed to  beneficially
own an aggregate of 1,533,764 shares of Common Stock,  consisting of: (i) 7
shares  of  Common  Stock  that  are  beneficially  owned  by the  Original
Purchasers,  as described below; (ii) (A) (I) 10,000 options granted to Mr.
Mehra on December 19, 2000 pursuant to the Hexcel  Incentive Stock Plan, of
which all of such options are  currently  exercisable  for 10,000 shares of
Common  Stock,  (II) 2,000  options  granted to Mr.  Mehra on May 10,  2001
pursuant to the Hexcel  Incentive  Stock Plan, of which all of such options
are currently  exercisable  for 2,000 shares of Common  Stock,  (III) 8,000
options  granted  to Mr.  Mehra on July 31,  2001  pursuant  to the  Hexcel
Incentive   Stock  Plan,  of  which  all  of  such  options  are  currently
exercisable for 8,000 shares of Common Stock, (IV) 2,000 options granted to
Mr. Mehra on May 9, 2002  pursuant to the Hexcel  Incentive  Stock Plan, of
which all of such  options are  currently  exercisable  for 2,000 shares of
Common  Stock,  (V) 2,000  options  granted  to Mr.  Mehra on May 22,  2003
pursuant to the Hexcel  Incentive  Stock Plan, of which all of such options
are  currently  exercisable  for 2,000 shares of Common  Stock,  (VI) 1,590
restricted  stock units  granted to Mr. Mehra on November 16, 2004 pursuant
to the Hexcel  Incentive  Stock Plan, of which one-third of such restricted
stock units vested on the date of grant and an additional one-third of such
restricted  stock units vested on November 16, 2005, and all of such vested
restricted  stock units  converted into an equal number of shares of Common
Stock on March 15, 2006, the date of Mr. Mehra's  resignation as a director
of the Company; the remaining one-third of such restricted stock units that
had not yet vested as of March 15, 2006 were  forfeited  and  cancelled  on
such date, and (VII) 1,503  restricted  stock units granted to Mr. Mehra on
May 19,  2005  pursuant  to the  Hexcel  Incentive  Stock  Plan,  of  which
one-third  of such  restricted  stock units vested on the date of grant and
were  converted into an equal number of shares of Common Stock on March 15,
2006, the date of Mr. Mehra's  resignation as a director of the Company, an
additional  one-third of such  restricted  stock units will vest on May 19,
2006, the remaining  one-third of such restricted  stock units will vest on
May 19, 2007 and all of such restricted stock units that had not yet vested
as of March 15, 2006 were  forfeited and cancelled on such date (Sanjeev K.
Mehra has an  understanding  with GS Group  pursuant  to which he holds the
options  and  restricted  stock  units  described  above in (A)(I)  through
(A)(VII) for the benefit of GS Group),  and (B) (I) 10,000 options  granted
to Mr.  Sacerdote  on December  19, 2000  pursuant to the Hexcel  Incentive
Stock Plan,  of which all of such  options are  currently  exercisable  for
10,000 shares of Common Stock,  (II) 2,000 options granted to Mr. Sacerdote
on May 10, 2001 pursuant to the Hexcel  Incentive  Stock Plan, of which all
of such options are currently exercisable for 2,000 shares of Common Stock,
(III) 2,000 options granted to Mr. Sacerdote on May 9, 2002 pursuant to the
Hexcel  Incentive  Stock Plan,  of which all of such options are  currently
exercisable for 2,000 shares of Common Stock, (IV) 2,000 options granted to
Mr.  Sacerdote on May 22, 2003 pursuant to the Hexcel Incentive Stock Plan,
of which all of such options are currently  exercisable for 2,000 shares of
Common Stock,  (V) 1,590 restricted stock units granted to Mr. Sacerdote on
November 16, 2004  pursuant to the Hexcel  Incentive  Stock Plan,  of which
one-third of such restricted stock units vested on the date of grant and an
additional  one-third of such restricted stock units vested on November 16,
2005, and all of such vested restricted stock units converted into an equal
number  of  shares  of  Common  Stock on March  15,  2006,  the date of Mr.
Sacerdote's  resignation  as a  director  of  the  Company;  the  remaining
one-third  of such  restricted  stock  units  that had not yet vested as of
March 15, 2006 were  forfeited and  cancelled on such date,  and (VI) 1,503
restricted stock units granted to Mr. Sacerdote on May 19, 2005 pursuant to
the Hexcel  Incentive  Stock Plan,  of which  one-third of such  restricted
stock units  vested on the date of grant and were  converted  into an equal
number  of  shares  of  Common  Stock on March  15,  2006,  the date of Mr.
Sacerdote's  resignation  as a  director  of  the  Company,  an  additional
one-third of such  restricted  stock units will vest on May 19,  2006,  the
remaining  one-third  of such  restricted  stock units will vest on May 19,
2007 and all of such  restricted  stock units that had not yet vested as of
March  15,  2006  were  forfeited  and  cancelled  on such  date  (Peter M.
Sacerdote has an understanding with GS Group pursuant to which he holds the
options  and  restricted  stock  units  described  above in (B)(I)  through
(B)(VI)  for the  benefit of GS Group);  (iii)  1,282,545  shares of Common
Stock that are beneficially owned by the Limited Partnerships, as described
below;  (iv) 199,890  shares of Common Stock held in client  accounts  with
respect  to  which  Goldman  Sachs  or  employees  of  Goldman  Sachs  have
investment discretion ("Managed Accounts");  and (v) 8,200 shares of Common
Stock  acquired in the  ordinary  course of  business  of Goldman  Sachs or
another  wholly-owned  broker or dealer subsididary of GS Group in ordinary
course trading activities. The shares of Common Stock that may be deemed to
be  beneficially  owned by GS  Group  represent  approximately  1.6% of the
outstanding  shares of Common Stock, based on there being 93,038,134 shares
of Common  Stock  outstanding  as of March 1, 2006,  which number of shares
outstanding  was  provided by the Company.  The  foregoing  percentage  was
calculated in accordance  with Rule  13d-3(d)(1) of the Exchange Act, which
specifically  excludes from such calculation all securities not outstanding
which are subject to options, warrants, rights or conversion privileges and
which are beneficially owned by any person other than GS Group.

          As of March 15, 2006, Goldman Sachs may be deemed to beneficially
own an aggregate of 1,490,642 shares of Common Stock,  consisting of: (i) 7
shares  of  Common  Stock  that  are  beneficially  owned  by the  Original
Purchasers,  as described below; (ii) 1,282,545 shares of Common Stock that
are  beneficially  owned by the Limited  Partnerships,  as described below;
(iii)  199,890  shares of Common Stock held in Managed  Accounts;  and (iv)
8,200 shares of Common Stock  acquired by Goldman Sachs in ordinary  course
trading  activities.  The  shares of Common  Stock that may be deemed to be
beneficially  owned by Goldman Sachs  represent  approximately  1.6% of the
outstanding  shares of Common Stock, based on there being 93,038,134 shares
of Common  Stock  outstanding  as of March 1, 2006,  which number of shares
outstanding  was  provided by the Company.  The  foregoing  percentage  was
calculated in accordance  with Rule  13d-3(d)(1) of the Exchange Act, which
specifically  excludes from such calculation all securities not outstanding
which are subject to options, warrants, rights or conversion privileges and
which are beneficially owned by any person other than Goldman Sachs.

          GS Group and Goldman Sachs disclaim  beneficial  ownership of the
shares of Common Stock  beneficially  owned by the Original  Purchasers and
the Limited  Partnerships  to the extent  that  partnership  or  membership
interests,  as the case may be,  in the  Limited  Partnerships  are held by
persons other than Goldman Sachs or its affiliates.

          GS Group and Goldman Sachs disclaim  beneficial  ownership of the
shares of Common Stock held in Managed Accounts.

          In accordance with Securities and Exchange Commission Release No.
34-39538   (January  12,  1998),   this  filing   reflects  the  securities
beneficially  owned by the investment  banking division of GS Group and its
subsidiaries  and affiliates  (the  "Investment  Banking  Division").  This
filing does not reflect securities, if any, beneficially owned by any other
operating  unit  of GS  Group  and its  subsidiaries  and  affiliates.  The
Investment Banking Division disclaims  beneficial  ownership of securities,
if any, beneficially owned by (i) any client accounts with respect to which
the Investment  Banking Division or its employees have voting or investment
discretion,  or both, and (ii) certain  investment  entities,  of which the
Investment  Banking  Division  is the  general  partner,  managing  general
partner or other manager, to the extent interests in such entities are held
by persons other than the Investment Banking Division.

          As of March 15, 2006,  GS Advisors may be deemed to  beneficially
own an aggregate of 995,852  shares of Common Stock,  consisting  of: (i) 6
shares of Common Stock,  of which 4 shares may be deemed to be beneficially
owned by GS Capital and 2 shares may be deemed to be beneficially  owned by
GS Offshore,  as described  below; and (ii) 995,846 shares of Common Stock,
of which 730,447  shares are  beneficially  owned by GS Capital and 265,399
shares are  beneficially  owned by GS  Offshore,  as described  below.  The
shares of Common  Stock that may be deemed to be  beneficially  owned by GS
Advisors  represent  approximately 1.1% of the outstanding shares of Common
Stock,  based on there being 93,038,134  shares of Common Stock outstanding
as of March 1, 2006, which number of shares outstanding was provided by the
Company.  The foregoing  percentage was calculated in accordance  with Rule
13d-3(d)(1)  of the Exchange  Act,  which  specifically  excludes from such
calculation  all securities not  outstanding  which are subject to options,
warrants,  rights or conversion privileges and which are beneficially owned
by any person other than GS Advisors.

          As of March 15, 2006, GS oHG may be deemed to beneficially own an
aggregate of 30,539  shares of Common Stock  consisting of 30,539 shares of
Common  Stock  that are  beneficially  owned by GS  Germany.  The shares of
Common  Stock  that  may  be  deemed  to be  beneficially  owned  by GS oHG
represent less than 0.1% of the outstanding  shares of Common Stock,  based
on there being 93,038,134 shares of Common Stock outstanding as of March 1,
2006, which number of shares  outstanding was provided by the Company.  The
foregoing  percentage was calculated in accordance with Rule 13d-3(d)(1) of
the Exchange Act, which  specifically  excludes from such  calculation  all
securities not outstanding which are subject to options,  warrants,  rights
or conversion  privileges  and which are  beneficially  owned by any person
other than GS oHG.

          As of March 15, 2006, GS GmbH may be deemed to  beneficially  own
an aggregate of 30,539  shares of Common Stock  consisting of 30,539 shares
of Common  Stock  beneficially  owned by GS  Germany.  The shares of Common
Stock that may be deemed to be beneficially owned by GS GmbH represent less
than 0.1% of the outstanding  shares of Common Stock,  based on there being
93,038,134  shares of Common Stock  outstanding as of March 1, 2006,  which
number of shares  outstanding  was provided by the Company.  The  foregoing
percentage  was  calculated  in  accordance  with Rule  13d-3(d)(1)  of the
Exchange  Act,  which  specifically  excludes  from  such  calculation  all
securities not outstanding which are subject to options,  warrants,  rights
or conversion  privileges  and which are  beneficially  owned by any person
other than GS GmbH.

          As of  March  15,  2006,  GS  Employee  2000  may  be  deemed  to
beneficially own an aggregate of 232,075 shares of Common Stock, consisting
of: (i) 1 share of Common Stock that may be deemed to be beneficially owned
by  GS  Employee;  and  (ii)  232,074  shares  of  Common  Stock  that  are
beneficially  owned by GS Employee.  The shares of Common Stock that may be
deemed to be beneficially owned by GS Employee 2000 represent approximately
0.3% of the  outstanding  shares  of  Common  Stock,  based on there  being
93,038,134  shares of Common Stock  outstanding as of March 1, 2006,  which
number of shares  outstanding  was provided by the Company.  The  foregoing
percentage  was  calculated  in  accordance  with Rule  13d-3(d)(1)  of the
Exchange  Act,  which  specifically  excludes  from  such  calculation  all
securities not outstanding which are subject to options,  warrants,  rights
or conversion  privileges  and which are  beneficially  owned by any person
other than GS Employee 2000.

          As of March 15,  2006,  Stone 2000 may be deemed to  beneficially
own an aggregate  of 24,086  shares of Common  Stock  consisting  of 24,086
shares of Common Stock that are  beneficially  owned by Stone  Street.  The
shares of Common Stock that may be deemed to be beneficially owned by Stone
2000  represent less than 0.1% of the  outstanding  shares of Common Stock,
based on there being  93,038,134  shares of Common Stock  outstanding as of
March 1, 2006,  which  number of shares  outstanding  was  provided  by the
Company.  The foregoing  percentage was calculated in accordance  with Rule
13d-3(d)(1)  of the Exchange  Act,  which  specifically  excludes from such
calculation  all securities not  outstanding  which are subject to options,
warrants,  rights or conversion privileges and which are beneficially owned
by any person other than Stone 2000.

          As of March 15,  2006,  GS Capital may be deemed to  beneficially
own an aggregate of 730,451  shares of Common Stock,  consisting  of: (i) 4
shares of Common Stock that are beneficially owned by LXH; and (ii) 730,447
shares of Common  Stock  that are  beneficially  owned by GS  Capital.  The
shares of Common  Stock that may be deemed to be  beneficially  owned by GS
Capital represent  approximately  0.8% of the outstanding  shares of Common
Stock,  based on there being 93,038,134  shares of Common Stock outstanding
as of March 1, 2006, which number of shares outstanding was provided by the
Company.  The foregoing  percentage was calculated in accordance  with Rule
13d-3(d)(1)  of the Exchange  Act,  which  specifically  excludes from such
calculation  all securities not  outstanding  which are subject to options,
warrants,  rights or conversion privileges and which are beneficially owned
by any person other than GS Capital.

          As of March 15, 2006,  GS Offshore may be deemed to  beneficially
own an aggregate of 265,401  shares of Common Stock,  consisting  of: (i) 2
shares of Common  Stock  that are  beneficially  owned by LXH II;  and (ii)
265,399 shares of Common Stock that are beneficially  owned by GS Offshore.
The shares of Common Stock that may be deemed to be  beneficially  owned by
GS  Offshore  represent  approximately  0.3% of the  outstanding  shares of
Common  Stock,  based on there  being  93,038,134  shares of  Common  Stock
outstanding  as of March 1, 2006,  which number of shares  outstanding  was
provided  by the  Company.  The  foregoing  percentage  was  calculated  in
accordance  with Rule  13d-3(d)(1) of the Exchange Act, which  specifically
excludes from such  calculation  all securities not  outstanding  which are
subject to options, warrants, rights or conversion privileges and which are
beneficially owned by any person other than GS Offshore.

          As of March 15,  2006,  GS Germany may be deemed to  beneficially
own an aggregate  of 30,539  shares of Common  Stock.  The shares of Common
Stock that may be deemed to be beneficially  owned by GS Germany  represent
less than 0.1% of the  outstanding  shares of Common Stock,  based on there
being  93,038,134  shares of Common Stock  outstanding as of March 1, 2006,
which  number  of shares  outstanding  was  provided  by the  Company.  The
foregoing  percentage was calculated in accordance with Rule 13d-3(d)(1) of
the Exchange Act, which  specifically  excludes from such  calculation  all
securities not outstanding which are subject to options,  warrants,  rights
or conversion  privileges  and which are  beneficially  owned by any person
other than GS Germany.

          As of March 15, 2006,  GS Employee may be deemed to  beneficially
own an aggregate of 232,075  shares of Common Stock,  consisting  of: (i) 1
share of  Common  Stock  that is  beneficially  owned  by LXH II;  and (ii)
232,074 shares of Common Stock that are beneficially  owned by GS Employee.
The shares of Common Stock that may be deemed to be  beneficially  owned by
GS  Employee  represent  approximately  0.3% of the  outstanding  shares of
Common  Stock,  based on there  being  93,038,134  shares of  Common  Stock
outstanding  as of March 1, 2006,  which number of shares  outstanding  was
provided  by the  Company.  The  foregoing  percentage  was  calculated  in
accordance  with Rule  13d-3(d)(1) of the Exchange Act, which  specifically
excludes from such  calculation  all securities not  outstanding  which are
subject to options, warrants, rights or conversion privileges and which are
beneficially owned by any person other than GS Employee.

          As of March 15, 2006,  Stone Street may be deemed to beneficially
own an aggregate  of 24,086  shares of Common  Stock.  The shares of Common
Stock that may be deemed to be beneficially owned by Stone Street represent
less than 0.1% of the  outstanding  shares of Common Stock,  based on there
being  93,038,134  shares of Common Stock  outstanding as of March 1, 2006,
which  number  of shares  outstanding  was  provided  by the  Company.  The
foregoing  percentage was calculated in accordance with Rule 13d-3(d)(1) of
the Exchange Act, which  specifically  excludes from such  calculation  all
securities not outstanding which are subject to options,  warrants,  rights
or conversion  privileges  and which are  beneficially  owned by any person
other than Stone Street.

          As of March 15, 2006, LXH Corp. may be deemed to beneficially own
no shares of Common Stock.

          As of March 15, 2006, LXH L.P. may be deemed to beneficially  own
no shares of Common Stock.

          As of March 15, 2006,  LXH  beneficially  owns 4 shares of Common
Stock. The shares of Common Stock  beneficially owned by LXH represent less
than 0.1% of the outstanding  shares of Common Stock,  based on there being
93,038,134  shares of Common Stock  outstanding as of March 1, 2006,  which
number of shares outstanding was provided by the Company.

          As of March 15, 2006, LXH II beneficially owns 3 shares of Common
Stock.  The shares of Common Stock  beneficially  owned by LXH II represent
less than 0.1% of the  outstanding  shares of Common Stock,  based on there
being  93,038,134  shares of Common Stock  outstanding as of March 1, 2006,
which number of shares outstanding was provided by the Company.

          None of the Filing  Persons or, to their  knowledge,  the persons
listed on Schedules  I,  II-A-i,  II-A-ii,  II-B-i,  II-B-ii,  II-C or II-D
hereto,  beneficially  owns any  shares of Common  Stock  other than as set
forth herein.

          (b) Each  Filing  Person  shares  the power to vote or direct the
vote and to dispose or to direct the  disposition of shares of Common Stock
beneficially owned by such Filing Person as indicated above.

          (c)  Schedule  IV sets  forth the  transactions  in the shares of
Common Stock which have been effected  during the period from March 1, 2006
through March 15, 2006.  Except as described above, all of the transactions
set forth on Schedule IV were  effected in the ordinary  course of business
of Goldman Sachs or another  wholly-owned broker or dealer subsidiary of GS
Group in ordinary course trading activities. The transactions in the shares
of Common  Stock  described  on Schedule  IV were  effected on the New York
Stock Exchange, the Archipelago Exchange or the over-the-counter market.

          Except as  described  above,  no  transactions  in the  shares of
Common Stock were effected by the Filing Persons,  or, to their  knowledge,
any of the persons listed on Schedules I, II-A-i, II-A-ii, II-B-i, II-B-ii,
II-C or II-D  hereto,  since the most recent  filing on Schedule 13D by the
Filing Persons relating to the Common Stock.

          (d) Except for clients of Goldman Sachs who may have the right to
receive  or the power to direct  the  receipt  of  dividends  from,  or the
proceeds  from the sale of,  any  shares of Common  Stock  held in  Managed
Accounts,  no other person is known by any Filing  Person to have the right
to receive or the power to direct the  receipt of  dividends  from,  or the
proceeds from the sale of, any shares of Common Stock beneficially owned by
any Filing Person.

          (e) As of March 15,  2006,  the Filing  Persons  ceased to be the
beneficial owners of more than five percent of the shares of Common Stock.

ITEM 6.   CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
          WITH RESPECT TO SECURITIES OF THE ISSUER.
          -----------------------------------------

Item 6 is hereby  amended by adding the  following  immediately  before the
ultimate paragraph thereof:

          Lock-Up  Agreement.  In  connection  with the March 2006 Sale, on
February 28, 2006, the GS Selling  Stockholders  agreed not to offer, sell,
contract to sell, pledge, grant any option to purchase, make any short sale
or  otherwise  dispose of any  shares of Common  Stock,  or any  options or
warrants  to  purchase  any  shares  of  Common  Stock,  or any  securities
convertible  into,  exchangeable for or that represent the right to receive
shares of Common  Stock,  whether  owned at the time of such  agreement  or
acquired thereafter,  owned directly by such person (including holding as a
custodian)  or with respect to which such person has  beneficial  ownership
within the rules and  regulations  of the SEC  during the period  beginning
from February 28, 2006 and  continuing to and including the date that is 90
days after the March  2006  Offering  Prospectus  Date,  without  the prior
written  consent of the  representatives  of the March  2006  Underwriters,
except  that after the date that is 60 days  after the March 2006  Offering
Prospectus Date, the GS Selling Stockholders may sell up to an aggregate of
1,282,552 shares of Common Stock (the "March 2006 Lock-Up Agreement").  The
foregoing  description of the March 2006 Lock-Up  Agreement is not intended
to be complete and is qualified in its entirety by the complete text of the
March  2006  Lock-Up  Agreement,  a copy of which is  filed as  Exhibit  49
hereto.

          The responses set forth in Item 4 of this Amendment No. 10 to the
Schedule 13D are incorporated herein by reference in their entirety.

ITEM 7.   MATERIAL TO BE FILED AS EXHIBITS.
          ---------------------------------

Item 7 is hereby amended and restated in its entirety as follows:

Exhibit 1      Joint Filing Agreement, dated as of December 28, 2000.*
Exhibit 2      Stock Purchase  Agreement,  dated as of October 11, 2000, by
               and among the Purchasers, Ciba and the Sellers.*
Exhibit 3      $20,680,780  7.5% Recourse  Secured  Pay-In-Kind  Promissory
               Note, due December 31, 2004, issued by LXH to Ciba SCC.*
Exhibit 4      $15,631,720  7.5% Recourse  Secured  Pay-In-Kind  Promissory
               Note, due December 31, 2004,  issued by LXH II to Ciba SCC.*
Exhibit 5      Hexcel  Agreement,  dated as of  October  11,  2000,  by and
               between the Purchasers and the Company.*
Exhibit 6      Governance Agreement,  dated as of December 19, 2000, by and
               among the  Purchasers,  the  Company  and the other  parties
               listed on the signature pages thereto.*
Exhibit 7      Registration  Rights  Agreement,  dated as of  December  19,
               2000, by and between the Company and the Purchasers.*
Exhibit 8      Pledge  Agreement,  dated as of December 19, 2000, by LXH in
               favor of Ciba SCC.*
Exhibit 9      Pledge  Agreement,  dated as of December 19, 2000, by LXH II
               in favor of Ciba SCC.*
Exhibit 10     Power of Attorney,  dated as of January 6, 2003, relating to
               The Goldman Sachs Group, Inc.*
Exhibit 11     Power of Attorney,  dated as of January 6, 2003, relating to
               Goldman, Sachs & Co.*
Exhibit 12     Power of Attorney,  dated as of March 19, 2003,  relating to
               GS Advisors 2000, L.L.C.*
Exhibit 13     Power of Attorney,  dated as of March 28, 2000,  relating to
               Goldman, Sachs & Co. oHG.*
Exhibit 14     Power of Attorney,  dated as of March 19, 2003,  relating to
               Goldman, Sachs Management GP GmbH.*
Exhibit 15     Power of Attorney,  dated as of February 24, 2003,  relating
               to GS Employee Funds 2000 GP, L.L.C.*
Exhibit 16     Power of Attorney,  dated as of March 19, 2003,  relating to
               Stone Street 2000, L.L.C.*
Exhibit 17     Power of Attorney,  dated as of March 19, 2003,  relating to
               GS Capital Partners 2000, L.P.*
Exhibit 18     Power of Attorney,  dated as of March 19, 2003,  relating to
               GS Capital Partners 2000 Offshore, L.P.*
Exhibit l9     Power of Attorney,  dated as of March 19, 2003,  relating to
               GS Capital Partners 2000 GmbH & Co. Beteiligungs KG.*
Exhibit 20     Power of Attorney,  dated as of March 19, 2003,  relating to
               GS Capital Partners 2000 Employee Fund, L.P.*
Exhibit 21     Power of Attorney,  dated as of March 19, 2003,  relating to
               Stone Street Fund 2000, L.P.*
Exhibit 22     Power of Attorney,  dated as of March 19, 2003,  relating to
               LXH Holdings Corp.*
Exhibit 23     Power of Attorney,  dated as of March 19, 2003,  relating to
               LXH Holdings, L.P.*
Exhibit 24     Power of Attorney,  dated as of March 19, 2003,  relating to
               LXH, L.L.C.*
Exhibit 25     Power of Attorney,  dated as of March 19, 2003,  relating to
               LXH II, L.L.C.*
Exhibit 26     Stock Purchase Agreement,  dated as of December 18, 2002, by
               and among the Company and the Limited Partnerships.*
Exhibit 27     Form of Amended and Restated Governance Agreement, among the
               Original  Purchasers,   the  Limited  Partnerships  and  the
               Company.*
Exhibit 28     Form of Amended and Restated  Registration Rights Agreement,
               among the Company,  the Original  Purchasers and the Limited
               Partnerships.*
Exhibit 29     Form of  Certificate of  Designations  of Series A Preferred
               Stock.*
Exhibit 30     Form of  Certificate of  Designations  of Series B Preferred
               Stock.*
Exhibit 31     Power of Attorney,  dated as of December 12, 2003,  relating
               to The Goldman Sachs Group, Inc.*
Exhibit 32     Power of Attorney,  dated as of November 19, 2003,  relating
               to Goldman, Sachs & Co.*
Exhibit 33     Power of Attorney,  dated as of August 19, 2004, relating to
               GS Advisors 2000, L.L.C.*
Exhibit 34     Power of Attorney,  dated as of August 5, 2004,  relating to
               Goldman, Sachs & Co. oHG.*
Exhibit 35     Power of Attorney,  dated as of August 19, 2004, relating to
               Goldman, Sachs Management GP GmbH.*
Exhibit 36     Power of Attorney,  dated as of August 19, 2004, relating to
               GS Employee Funds 2000 GP, L.L.C.*
Exhibit 37     Power of Attorney,  dated as of August 23, 2004, relating to
               Stone Street 2000, L.L.C.*
Exhibit 38     Power of Attorney,  dated as of August 19, 2004, relating to
               GS Capital Partners 2000, L.P.*
Exhibit 39     Power of Attorney,  dated as of August 19, 2004, relating to
               GS Capital Partners 2000 Offshore, L.P.*
Exhibit 40     Power of Attorney,  dated as of August 19, 2004, relating to
               GS Capital Partners 2000 GmbH & Co. Beteiligungs KG.*
Exhibit 41     Power of Attorney,  dated as of August 19, 2004, relating to
               GS Capital Partners 2000 Employee Fund, L.P.*
Exhibit 42     Power of Attorney,  dated as of August 23, 2004, relating to
               Stone Street Fund 2000, L.P.*
Exhibit 43     Power of Attorney,  dated as of August 19, 2004, relating to
               LXH Holdings Corp.*
Exhibit 44     Power of Attorney,  dated as of August 19, 2004, relating to
               LXH Holdings, L.P.*
Exhibit 45     Power of Attorney,  dated as of August 19, 2004, relating to
               LXH, L.L.C.*
Exhibit 46     Power of Attorney,  dated as of August 19, 2004, relating to
               LXH II, L.L.C.*
Exhibit 47     Lock-Up  Agreement,  dated December 3, 2004, by LXH, L.L.C.,
               LXH II, L.L.C.,  GS Capital  Partners 2000, L.P., GS Capital
               Partners 2000 Offshore,  L.P., GS Capital Partners 2000 GmbH
               & Co.  Beteiligungs  KG, GS Capital  Partners  2000 Employee
               Fund, L.P. and Stone Street Fund 2000, L.P.*
Exhibit 48     Lock-Up Agreement, dated August 3, 2005, by LXH, L.L.C., LXH
               II,  L.L.C.,  GS Capital  Partners  2000,  L.P.,  GS Capital
               Partners 2000 Offshore,  L.P., GS Capital Partners 2000 GmbH
               & Co.  Beteiligungs  KG, GS Capital  Partners  2000 Employee
               Fund, L.P. and Stone Street Fund 2000, L.P. *
Exhibit 49     Lock-Up Agreement,  dated February 28, 2006, by LXH, L.L.C.,
               LXH II, L.L.C.,  GS Capital  Partners 2000, L.P., GS Capital
               Partners 2000 Offshore,  L.P., GS Capital Partners 2000 GmbH
               & Co.  Beteiligungs  KG, GS Capital  Partners  2000 Employee
               Fund, L.P. and Stone Street Fund 2000, L.P.

________
* Previously filed.










                                 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.


March 20, 2006


                               THE GOLDMAN SACHS GROUP, INC.


                               By:  /s/Roger S. Begelman
                                    --------------------------
                                    Name:  Roger S. Begelman
                                    Title: Attorney-in-fact


                               GOLDMAN, SACHS & CO.


                               By:  /s/Roger S. Begelman
                                    --------------------------
                                    Name:  Roger S. Begelman
                                    Title: Attorney-in-fact



                               GS ADVISORS 2000, L.L.C.


                               By:  /s/Roger S. Begelman
                                    --------------------------
                                    Name:  Roger S. Begelman
                                    Title: Attorney-in-fact



                               GOLDMAN, SACHS & CO. OHG


                               By:  /s/Roger S. Begelman
                                    --------------------------
                                    Name:  Roger S. Begelman
                                    Title: Attorney-in-fact










                               GOLDMAN, SACHS MANAGEMENT GP GMBH


                               By:  /s/Roger S. Begelman
                                    --------------------------
                                    Name:  Roger S. Begelman
                                    Title: Attorney-in-fact



                               GS EMPLOYEE FUNDS 2000 GP, L.L.C.


                               By:  /s/Roger S. Begelman
                                    --------------------------
                                    Name:  Roger S. Begelman
                                    Title: Attorney-in-fact


                               STONE STREET 2000, L.L.C.


                               By:  /s/Roger S. Begelman
                                    --------------------------
                                    Name:  Roger S. Begelman
                                    Title: Attorney-in-fact


                               GS CAPITAL PARTNERS 2000, L.P.


                               By:  /s/Roger S. Begelman
                                    --------------------------
                                    Name:  Roger S. Begelman
                                    Title: Attorney-in-fact


                               GS CAPITAL PARTNERS 2000 OFFSHORE, L.P.


                               By:  /s/Roger S. Begelman
                                    --------------------------
                                    Name:  Roger S. Begelman
                                    Title: Attorney-in-fact









                               GS CAPITAL PARTNERS 2000 GMBH & CO.
                               BETEILIGUNGS KG


                               By:  /s/Roger S. Begelman
                                    --------------------------
                                    Name:  Roger S. Begelman
                                    Title: Attorney-in-fact


                               GS CAPITAL PARTNERS 2000 EMPLOYEE FUND, L.P.


                               By:  /s/Roger S. Begelman
                                    --------------------------
                                    Name:  Roger S. Begelman
                                    Title: Attorney-in-fact


                               STONE STREET FUND 2000, L.P.


                               By:  /s/Roger S. Begelman
                                    --------------------------
                                    Name:  Roger S. Begelman
                                    Title: Attorney-in-fact


                               LXH HOLDINGS CORP.


                               By:  /s/Roger S. Begelman
                                    --------------------------
                                    Name:  Roger S. Begelman
                                    Title: Attorney-in-fact


                               LXH HOLDINGS, L.P.


                               By:  /s/Roger S. Begelman
                                    --------------------------
                                    Name:  Roger S. Begelman
                                    Title: Attorney-in-fact









                               LXH, L.L.C.


                               By:  /s/Roger S. Begelman
                                    --------------------------
                                    Name:  Roger S. Begelman
                                    Title: Attorney-in-fact


                               LXH II, L.L.C.


                               By:  /s/Roger S. Begelman
                                    --------------------------
                                    Name:  Roger S. Begelman
                                    Title: Attorney-in-fact







                              SCHEDULE II-A-i

Schedule II-A-i is hereby amended and restated in its entirety as follows:

          The name,  position  and  present  principal  occupation  of each
executive officer of GS Advisors 2000,  L.L.C., the sole general partner of
each of GS  Capital  Partners  2000,  L.P.  and GS  Capital  Partners  2000
Offshore, L.P., are set forth below.

          The business address for all the executive  officers listed below
is c/o Goldman,  Sachs & Co., 85 Broad  Street,  New York,  New York 10004,
except as follows:  The  business  address of Richard S.  Sharp,  Hughes B.
Lepic, Robert R. Gheewalla,  Sanjay H. Patel, Steffen J. Kastner,  Bjorn P.
Killmer, Benoit Valentin, Ulrika Werdelin and Martin Hintze is Peterborough
Court, 133 Fleet Street,  London EC4A 2BB, England. The business address of
Sang Gyun Ahn,  Mary Nee,  Hsueh J. Sung and  Andrew  Wolff is Cheung  Kong
Center, 68th Floor, 2 Queens Road, Central, Hong Kong. The business address
of Joseph P. DiSabato is 555 California  Street,  San Francisco,  CA 94104.
The business address of Muneer A. Satter is 71 South Wacker Drive, Chicago,
IL 60606.  The business  address of Ankur A. Sahu is Roppongi  Hills,  Mori
Tower, Level 43-48, 10-1,  Roppongi 6-chome,  Minato-ku,  Tokyo,  106-6147,
Japan.

          All executive  officers listed below are United States  citizens,
except as follows:  Richard S. Sharp and Sarah E. Smith are citizens of the
United Kingdom; Hughes B. Lepic and Benoit Valentin are citizens of France;
Adrian M.  Jones is a citizen  of  Ireland;  Bjorn P.  Killmer,  Steffen J.
Kastner and Martin Hintze are citizens of Germany;  Hsueh Sung is a citizen
of Taiwan,  Ankur A. Sahu is a citizen of India, Sang Gyun Ahn is a citizen
of South Korea and Ulrika Werdelin is a citizen of Sweden.




Name                               Position                    Present Principal Occupation
---------------------------------- --------------------------- ----------------------------
                                                         
Richard A. Friedman                President                   Managing Director of Goldman, Sachs & Co.
Joseph H. Gleberman                Vice President              Managing Director of Goldman, Sachs & Co.
Henry Cornell                      Vice President              Managing Director of Goldman, Sachs & Co.
Richard S. Sharp                   Vice President              Managing Director of Goldman Sachs International
Esta E. Stecher                    Assistant Secretary         Managing Director of Goldman, Sachs & Co.
Sanjeev K. Mehra                   Vice President              Managing Director of Goldman, Sachs & Co.
Muneer A. Satter                   Vice President              Managing Director of Goldman, Sachs & Co.
Sanjay H. Patel                    Vice President              Managing Director of Goldman Sachs International
Hsueh J. Sung                      Vice President              Managing Director of Goldman Sachs (Asia) L.L.C.
Steven M. Bunson                   Assistant Secretary         Managing Director of Goldman, Sachs & Co.
Elizabeth C. Fascitelli            Treasurer                   Managing Director of Goldman, Sachs & Co.
David J. Greenwald                 Assistant Secretary         Managing Director of Goldman, Sachs & Co.
Hughes B. Lepic                    Vice President              Managing Director of Goldman Sachs International
Russell E. Makowsky                Assistant Secretary         Managing Director of Goldman, Sachs & Co.
Sarah E. Smith                     Assistant Treasurer         Managing Director of Goldman, Sachs & Co.
Gerald J. Cardinale                Vice President              Managing Director of Goldman, Sachs & Co.
Stephen S. Trevor                  Vice President              Managing Director of Goldman, Sachs & Co.
Joseph P. DiSabato                 Vice President              Managing Director of Goldman, Sachs & Co.
Robert R. Gheewalla                Vice President              Managing Director of Goldman Sachs International
Ben I. Adler                       Vice President              Managing Director of Goldman, Sachs & Co.
Melina E. Higgins                  Vice President              Managing Director of Goldman, Sachs & Co.
Adrian M. Jones                    Vice President              Managing Director of Goldman, Sachs & Co.
John E. Bowman                     Vice President              Managing Director of Goldman, Sachs & Co.
Katherine B. Enquist               Vice President/Secretary    Managing Director of Goldman, Sachs & Co.
Beverly L. O'Toole                 Assistant Secretary         Vice President and Associate General Counsel of Goldman, Sachs & Co.
Matthew E. Tropp                   Assistant Secretary         Vice President and Associate General Counsel of Goldman, Sachs & Co.
Mitchell S. Weiss                  Vice President              Vice President of Goldman, Sachs & Co.
Mary Nee                           Vice President              Executive Director of Goldman Sachs (Asia) L.L.C.
Ulrika Werdelin                    Vice President              Managing Director of Goldman Sachs International
Kenneth A. Pontarelli              Vice President              Managing Director of Goldman, Sachs & Co.
Steffen J. Kastner                 Vice President              Managing Director of Goldman Sachs International
Stuart A. Katz                     Vice President              Managing Director of Goldman, Sachs & Co.
Bjorn P. Killmer                   Vice President              Managing Director of Goldman Sachs International
Sang Gyun Ahn                      Vice President              Managing Director of Goldman Sachs (Asia) L.L.C.
Martin Hintze                      Vice President              Managing Director of Goldman Sachs International
Michael E. Koester                 Vice President              Managing Director of Goldman, Sachs & Co.
Ankur A. Sahu                      Vice President              Managing Director of Goldman Sachs (Japan) Ltd.
Andrew E. Wolff                    Vice President              Managing Director of Goldman Sachs (Asia) L.L.C.
Christine Serfin                   Vice President              Vice President of Goldman, Sachs & Co.
Julie Abraham                      Assistant Secretary         Vice President and Assistant General Counsel of Goldman, Sachs & Co.






                              SCHEDULE II-C
                              ----------------

          The name,  position  and  present  principal  occupation  of each
executive officer of Stone Street 2000, L.L.C., the sole general partner of
Stone Street Fund 2000, L.P., are set forth below.

          The business address for all the executive  officers listed below
is c/o Goldman,  Sachs & Co., 85 Broad  Street,  New York,  New York 10004,
except as follows:  The  business  address of Richard S.  Sharp,  Hughes B.
Lepic, Robert R. Gheewalla,  Sanjay H. Patel, Steffen J. Kastner,  Bjorn P.
Killmer, Ulrika Werdelin and Martin Hintze is Peterborough Court, 133 Fleet
Street,  London EC4A 2BB,  England.  The business address of Sang Gyun Ahn,
Mary Nee, Hsueh J. Sung and Andrew Wolff is Cheung Kong Center, 68th Floor,
2 Queens  Road,  Central,  Hong  Kong.  The  business  address of Joseph P.
DiSabato is 555 California  Street,  San Francisco,  CA 94104. The business
address of Muneer A. Satter is 71 South Wacker  Drive,  Chicago,  IL 60606.
The business address of Ankur A. Sahu is Roppongi Hills, Mori Tower,  Level
43-48, 10-1, Roppongi 6-chome, Minato-ku, Tokyo, 106-6147, Japan.

          All executive  officers listed below are United States  citizens,
except as follows:  Richard S. Sharp and Sarah E. Smith are citizens of the
United Kingdom;  Hughes B. Lepic is a citizen of France; Adrian M. Jones is
a citizen of  Ireland;  Bjorn P.  Killmer,  Steffen J.  Kastner  and Martin
Hintze are  citizens  of Germany;  Ulrika  Werdelin is a citizen of Sweden,
Hsueh J. Sung is a citizen of  Taiwan,  Ankur A. Sahu is a citizen of India
and Sang Gyun Ahn is a citizen of South Korea.





Name                     Position                             Present Principal Occupation
------------------------ ------------------------------------ ---------------------------------------------------------------------
                                                        
Peter M. Sacerdote       Chairman/President                   Advisory Director of Goldman, Sachs & Co.
Peter G. Sachs           Vice President                       Senior Director of The Goldman Sachs Group, Inc.
Richard A. Friedman      Vice President                       Managing Director of Goldman, Sachs & Co.
Joseph H. Gleberman      Vice President                       Managing Director of Goldman, Sachs & Co.
Henry Cornell            Vice President                       Managing Director of Goldman, Sachs & Co.
Richard S. Sharp         Vice President                       Managing Director of Goldman Sachs International
Esta E. Stecher          Vice President/Assistant Secretary   Managing Director of Goldman, Sachs & Co.
Sanjeev K. Mehra         Vice President/Treasurer             Managing Director of Goldman, Sachs & Co.
Muneer A. Satter         Vice President                       Managing Director of Goldman, Sachs & Co.
Hsueh J. Sung            Vice President                       Managing Director of Goldman Sachs (Asia) L.L.C.
Steven M. Bunson         Assistant Secretary                  Managing Director of Goldman, Sachs & Co.
Elizabeth C. Fascitelli  Vice President                       Managing Director of Goldman, Sachs & Co.
David J. Greenwald       Vice President/Assistant Secretary   Managing Director of Goldman, Sachs & Co.
Hughes B. Lepic          Vice President                       Managing Director of Goldman Sachs International
Russell E. Makowsky      Assistant Secretary                  Managing Director of Goldman, Sachs & Co.
Sarah E. Smith           Assistant Treasurer                  Managing Director of Goldman, Sachs & Co.
Stephen S. Trevor        Vice President                       Managing Director of Goldman, Sachs & Co.
Joseph P. DiSabato       Vice President                       Managing Director of Goldman, Sachs & Co.
Robert R. Gheewalla      Vice President                       Managing Director of Goldman Sachs International
Sanjay H. Patel          Vice President                       Managing Director of Goldman Sachs International
Ben I. Adler             Vice President                       Managing Director of Goldman, Sachs & Co.
Melina E. Higgins        Vice President                       Managing Director of Goldman, Sachs & Co.
John E. Bowman           Vice President                       Managing Director of Goldman, Sachs & Co.
Carrie Teret             Vice President                       Vice President of Goldman, Sachs & Co.
Katherine B. Enquist     Vice President/Secretary             Managing Director of Goldman, Sachs & Co.
Beverly L. O'Toole       Assistant Secretary                  Vice President and Associate General Counsel of Goldman, Sachs & Co.
Mitchell S. Weiss        Vice President                       Vice President of Goldman, Sachs & Co.
Matthew E. Tropp         Assistant Secretary                  Vice President and Associate General Counsel of Goldman, Sachs & Co.
Mary Nee                 Vice President                       Executive Director of Goldman Sachs (Asia) L.L.C.
Richard J. Stingi        Vice President                       Vice President of Goldman, Sachs & Co.
Ulrika Werdelin          Vice President                       Managing Director of Goldman Sachs International
Gerald J. Cardinale      Vice President                       Managing Director of Goldman, Sachs & Co.
Adrian M. Jones          Vice President                       Managing Director of Goldman, Sachs & Co.
Kenneth A. Pontarelli    Vice President                       Managing Director of Goldman, Sachs & Co.
Steffen J. Kastner       Vice President                       Managing Director of Goldman Sachs International
Stuart A. Katz           Vice President                       Managing Director of Goldman, Sachs & Co.
Bjorn P. Killmer         Vice President                       Managing Director of Goldman Sachs International
Sang Gyun Ahn            Vice President                       Managing Director of Goldman Sachs (Asia) L.L.C.
Martin Hintze            Vice President                       Managing Director of Goldman Sachs International
Michael E. Koester       Vice President                       Managing Director of Goldman, Sachs & Co.
Ankur A. Sahu            Vice President                       Managing Director of Goldman Sachs (Japan) Ltd.
Andrew E. Wolff          Vice President                       Managing Director of Goldman Sachs (Asia) L.L.C.
Julie Abraham            Assistant Secretary                  Vice President and Assistant General Counsel of Goldman, Sachs & Co.






                               SCHEDULE II-D
                               -------------

          The name,  position  and  present  principal  occupation  of each
executive  officer of GS Employee Funds 2000 GP,  L.L.C.,  the sole general
partner of GS Capital  Partners 2000  Employee  Fund,  L.P.,  are set forth
below.

          The business address for all the executive  officers listed below
is c/o Goldman,  Sachs & Co., 85 Broad  Street,  New York,  New York 10004,
except as follows:  The  business  address of Richard S.  Sharp,  Hughes B.
Lepic, Robert R. Gheewalla,  Sanjay H. Patel, Steffen J. Kastner,  Bjorn P.
Killmer, Ulrika Werdelin and Martin Hintze is Peterborough Court, 133 Fleet
Street,  London EC4A 2BB,  England.  The business address of Sang Gyun Ahn,
Mary Nee, Hsueh J. Sung and Andrew Wolff is Cheung Kong Center, 68th Floor,
2 Queens  Road,  Central,  Hong  Kong.  The  business  address of Joseph P.
DiSabato is 555 California  Street,  San Francisco,  CA 94104. The business
address of Muneer A. Satter is 71 South Wacker  Drive,  Chicago,  IL 60606.
The business address of Ankur A. Sahu is Roppongi Hills, Mori Tower,  Level
43-48,  10-1,  Roppongi 6-chome,  Minato-ku,  Tokyo,  106-6147,  Japan. All
executive  officers  listed  below are United  States  citizens,  except as
follows:  Richard S. Sharp and Sarah E.  Smith are  citizens  of the United
Kingdom,  Hughes B.  Lepic is a citizen  of  France,  Adrian M.  Jones is a
citizen of Ireland,  Steffen J. Kastner,  Bjorn P. Killmer and Martin Hitze
are citizens of Germany,  Ulrika  Werdelin is a citizen of Sweden and Hsueh
J. Sung is a citizen  of  Taiwan,  Ankur A. Sahu is a citizen  of India and
Sang Gyun Ahn is a citizen of South Korea.





Name                        Position                            Present Principal Occupation
--------------------------- ---------------------------------   ------------------------------------------------------------
                                                          
Richard A. Friedman         President                           Managing Director of Goldman, Sachs & Co.
Joseph H. Gleberman         Vice President                      Managing Director of Goldman, Sachs & Co.
Henry Cornell               Vice President                      Managing Director of Goldman, Sachs & Co.
Richard S. Sharp            Vice President                      Managing Director of Goldman Sachs International
Esta E. Stecher             Vice President/Assistant Secretary  Managing Director of Goldman, Sachs & Co.
Sanjeev K. Mehra            Vice President/Treasurer            Managing Director of Goldman, Sachs & Co.
Muneer A. Satter            Vice President                      Managing Director of Goldman, Sachs & Co.
Hsueh J. Sung               Vice President                      Managing Director of Goldman Sachs (Asia) L.L.C.
Steven M. Bunson            Assistant Secretary                 Managing Director of Goldman, Sachs & Co.
Elizabeth C. Fascitelli     Vice President                      Managing Director of Goldman, Sachs & Co.
David J. Greenwald          Vice President/Assistant Secretary  Managing Director of Goldman, Sachs & Co.
Hughes B. Lepic             Vice President                      Managing Director of Goldman Sachs International
Russell E. Makowsky         Assistant Secretary                 Managing Director of Goldman, Sachs & Co.
Sarah E. Smith              Assistant Treasurer                 Managing Director of Goldman, Sachs & Co.
Gerald J. Cardinale         Vice President                      Managing Director of Goldman, Sachs & Co.
Stephen S. Trevor           Vice President                      Managing Director of Goldman, Sachs & Co.
Joseph P. DiSabato          Vice President                      Managing Director of Goldman, Sachs & Co.
Robert R. Gheewalla         Vice President                      Managing Director of Goldman Sachs International
Sanjay H. Patel             Vice President                      Managing Director of Goldman Sachs International
Ben I. Adler                Vice President                      Managing Director of Goldman, Sachs & Co.
Melina E. Higgins           Vice President                      Managing Director of Goldman, Sachs & Co.
Adrian M. Jones             Vice President                      Managing Director of Goldman, Sachs & Co.
John E. Bowman              Vice President                      Managing Director of Goldman, Sachs & Co.
Katherine B. Enquist        Vice President/Secretary            Managing Director of Goldman, Sachs & Co.
Beverly L. O'Toole          Assistant Secretary                 Vice President and Associate General Counsel of Goldman, Sachs & Co.
 Carrie Teret               Vice President                      Vice President of Goldman, Sachs & Co.
Mitchell S. Weiss           Vice President                      Vice President of Goldman, Sachs & Co.
Mary Nee                    Vice President                      Executive Director of Goldman Sachs (Asia) L.L.C.
Matthew E. Tropp            Assistant Secretary                 Vice President and Associate General Counsel of Goldman, Sachs & Co.
Richard J. Stingi           Vice President                      Vice President of Goldman, Sachs & Co.
Ulrika Werdelin             Vice President                      Managing Director of Goldman Sachs International
Kenneth A. Pontarelli       Vice President                      Managing Director of Goldman, Sachs & Co.
Steffen J. Kastner          Vice President                      Managing Director of Goldman Sachs International
Stuart A. Katz              Vice President                      Managing Director of Goldman, Sachs & Co.
Bjorn P. Killmer            Vice President                      Managing Director of Goldman Sachs International
Sang Gyun Ahn               Vice President                      Managing Director of Goldman Sachs (Asia) L.L.C.
Martin Hintze               Vice President                      Managing Director of Goldman Sachs International
Michael E. Koester          Vice President                      Managing Director of Goldman, Sachs & Co.
Ankur A. Sahu               Vice President                      Managing Director of Goldman Sachs (Japan) Ltd.
Andrew E. Wolff             Vice President                      Managing Director of Goldman Sachs (Asia) L.L.C.
Christine Serfin            Vice President                      Vice President of Goldman, Sachs & Co.
Julie Abraham               Assistant Secretary                 Vice President and Assistant General Counsel of Goldman, Sachs & Co.






                                SCHEDULE IV
                                -----------

                                                                    

     Purchases              Sales              Price           Trade Date       Settlement Date
        1550                                  20.0000            3/9/06             3/15/06
        1550                                  20.0000            3/9/06             3/15/06
        2050                                  20.0000            3/9/06             3/15/06
        1030                                  20.0000            3/9/06             3/15/06
        1025                                  20.0000            3/9/06             3/15/06
        1025                                  20.0000            3/9/06             3/15/06
        4600                                  20.0000            3/9/06             3/15/06
        1025                                  20.0000            3/9/06             3/15/06
        2050                                  20.0000            3/9/06             3/15/06
        2500                                  20.0000            3/9/06             3/15/06
        1025                                  20.0000            3/9/06             3/15/06
        1030                                  20.0000            3/9/06             3/15/06
        775                                   20.0000            3/9/06             3/15/06
       15800                                  20.0000            3/9/06             3/15/06
       31700                                  20.0000            3/9/06             3/15/06
        8000                                  20.0000            3/9/06             3/15/06
       15800                                  20.0000            3/9/06             3/15/06
       11900                                  20.0000            3/9/06             3/15/06
       11900                                  20.0000            3/9/06             3/15/06
        8000                                  20.0000            3/9/06             3/15/06
        8000                                  20.0000            3/9/06             3/15/06
        8000                                  20.0000            3/9/06             3/15/06
        8000                                  20.0000            3/9/06             3/15/06
        7900                                  20.0000            3/9/06             3/15/06
        1000                                  20.0000            3/9/06             3/15/06
        1550                                  20.0000            3/9/06             3/15/06
        1550                                  20.0000            3/9/06             3/15/06
        1030                                  20.0000            3/9/06             3/15/06
         9                                    20.1896            3/13/06            3/16/06
        1232                                  20.1900            3/13/06            3/16/06
        654                                   20.2100            3/13/06            3/16/06
                              9               20.1896            3/13/06            3/16/06
        300                                   20.1100            3/14/06            3/17/06
        200                                   20.1100            3/14/06            3/17/06
        100                                   20.1000            3/14/06            3/17/06
                             600              20.2120            3/14/06            3/17/06
                             100              20.2900            3/14/06            3/17/06
                             100              20.3000            3/14/06            3/17/06
                             200              20.3100            3/14/06            3/17/06
                             700              20.3200            3/14/06            3/17/06
                             500              20.3300            3/14/06            3/17/06
                            1000              20.3400            3/14/06            3/17/06
                             400              20.2700            3/14/06            3/17/06
                             200              20.2200            3/14/06            3/17/06
                             600              20.2100            3/14/06            3/17/06
                            1500              20.2100            3/14/06            3/17/06
                             200              20.3000            3/14/06            3/17/06
                             400              20.3100            3/14/06            3/17/06
        772                                   20.3297            3/14/06            3/17/06
        100                                   20.3300            3/14/06            3/17/06
        100                                   20.3400            3/14/06            3/17/06
        100                                   20.3600            3/14/06            3/17/06
        100                                   20.3700            3/14/06            3/17/06
        100                                   20.4600            3/14/06            3/17/06
        100                                   20.4500            3/14/06            3/17/06
        100                                   20.4100            3/14/06            3/17/06
        100                                   20.3500            3/14/06            3/17/06
        200                                   20.2900            3/14/06            3/17/06
        300                                   20.3200            3/14/06            3/17/06
        458                                   20.3400            3/14/06            3/17/06
        300                                   20.3100            3/14/06            3/17/06
        200                                   20.3600            3/14/06            3/17/06
        400                                   20.3300            3/14/06            3/17/06
        900                                   20.3000            3/14/06            3/17/06
        442                                   20.3500            3/14/06            3/17/06
        1000                                  20.3600            3/14/06            3/17/06
        739                                   20.3300            3/14/06            3/17/06
                             772              20.3297            3/14/06            3/17/06
                             210              20.3300            3/14/06            3/17/06
                             632              20.3740            3/14/06            3/17/06
                            1268              20.3740            3/14/06            3/17/06
                             320              20.3740            3/14/06            3/17/06
                             632              20.3740            3/14/06            3/17/06
                             476              20.3740            3/14/06            3/17/06
                             476              20.3740            3/14/06            3/17/06
                             320              20.3740            3/14/06            3/17/06
                             200              20.2500            3/14/06            3/17/06
                             300              20.2500            3/15/06            3/20/06
                             200              20.2500            3/15/06            3/20/06
                            1512              20.5000            3/15/06            3/20/06
        746                                   20.3200            3/15/06            3/20/06
                            2528              20.5205            3/15/06            3/20/06
                            5072              20.5205            3/15/06            3/20/06
                            1280              20.5205            3/15/06            3/20/06
                            2528              20.5205            3/15/06            3/20/06
                            1904              20.5205            3/15/06            3/20/06
                            1904              20.5205            3/15/06            3/20/06
                            1280              20.5205            3/15/06            3/20/06
                            1600              20.5562            3/15/06            3/20/06
                            1600              20.5562            3/15/06            3/20/06
                            1600              20.5562            3/15/06            3/20/06
                            1580              20.5562            3/15/06            3/20/06