SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Meadows-Smith Marcus C (Last) (First) (Middle) 199 BENSON ROAD (Street) MIDDLEBURY CT 06749 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 01/23/2005	3. Issuer Name and Ticker or Trading Symbol CROMPTON CORP [ CK ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Executive VP, Crop Protection	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	13,500(1)	I	Restricted Stock Account

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
NQ Stock Option (Right to Buy)	10/20/2004	11/19/2013	Common Stock(2)	3,000	$5.85	D
NQ Stock Option (Right to Buy)	10/22/2003	11/21/2012	Common Stock(3)	3,000	$7.25	D
NQ Stock Option (Right to Buy)	10/23/2002	11/22/2011	Common Stock(4)	2,500	$7.92	D
NQ Stock Option (Right to Buy)	11/23/2005	12/22/2014	Common Stock(5)	35,000	$11.24	D
ISO Stock Option (Right to Buy)	10/31/2001	10/31/2010	Common Stock(6)	2,500	$8.1562	D
ISO Stock Option (Right to Buy)	10/19/2000	10/19/2009	Common Stock(7)	500	$8.3437	D
ISO Stock Option (Right to Buy)	10/16/1997	10/15/2006	Common Stock(8)	500	$16.875	D

Explanation of Responses:

1. Restricted shares will vest as follows: 6,750 on 11/23/2008; and 6,750 on 11/23/2009.

2. Options granted on 10/20/2003 vest as follows: 1,000 on 10/20/2005; 1,000 on 10/20/2006; and 1,000 currently vested.

3. Options granted on 10/22/2002 vest as follows: 1,000 on 10/22/2005; and 2,000 currently vested.

4. Options granted on 10/23/2001 vest as follows: 2,500 currently vested.

5. Options granted on 11/23/2004 vest as follows: 11,667 on 11/23/2005; 11,666 on 11/23/2006; and 11,667 on 11/23/2007.

6. Options granted on 10/31/2000 vest as follows: 2,500 currently vested.

7. Options granted on 10/19/1999 vest as follows: 500 currently vested.

8. Options granted on 10/16/1996 vest as follows: 500 currently vested.

	Marcus Meadows-Smith	01/28/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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