SEC FORM 3

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^*

Huntsman James H

(Last)

(First)

(Middle)

500 HUNTSMAN WAY

(Street)

SALT LAKE CITY

84108

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/11/2011

3. Issuer Name and Ticker or Trading Symbol
Huntsman CORP [ HUN ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Division President

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	40,447	D
Common Stock	20,590⁽¹⁾	I	By Brownie Capital, LLC
Common Stock	20,831,827⁽²⁾	I	By Huntsman Family Holdings Company LLC

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Option (Right to Buy)	⁽³⁾	03/02/2019	Common Stock	42,128	$2.59	D
Option (Right to Buy)	⁽⁴⁾	02/23/2020	Common Stock	7,511	$13.5	D
Option (Right to Buy)	⁽⁵⁾	02/02/2021	Common Stock	9,490	$17.59	D

Explanation of Responses:

1. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuinary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

2. These shares are owned directly by Huntsman Family Holdings Company LLC and indirectly by other members of Huntsman Family Holdings Company LLC and the reporting person. The reporting person disclaims beneficial ownership of the shares held by Huntsman Family Holdings Company LLC, except to the extent of his pecuinary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

3. This option became exercisable as to 35,715 shares on March 2, 2010, 35,714 shares on March 2, 2011 and becomes exercisable as to the remaining 35,714 shares on March 2, 2012.

4. This option became exercisable as to 2,504 shares on February 23, 2011 and becomes exersisable as to 2,503 shares on February 23, 2012 and 2,504 shares on February 23, 2013.

5. This option provides for vesting in three equal annual installments begining on February 2, 2012.

	Sean H. Pettey, by Power of Attorney	07/11/2011
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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