SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

GOTTWALD JOHN D

(Last)

(First)

(Middle)

1100 BOULDERS PARKWAY

(Street)

RICHMOND

23225

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ALBEMARLE CORP [ ALB ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/20/2005

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	01/20/2005		S		200,000	D	$34	481,291	D
Common Stock	01/20/2005		S		50,997.43	D	$34	913,605	I	Held by Westham Partners, L.P., reporting person is a limited partner & general partner.*
Common Stock	01/20/2005		S		31,016.66	D	$34	500,000	I	Held as co-trustee fbo reporting person's family (among others) u/w Floyd D. Gottwald.*
Common Stock								22,557⁽⁵⁾	I	Held by WM Gottwald, trustee Samuel S. Gottwald's Crummey Trust u/a dtd 1/3/89*⁽¹⁾
Common Stock								7,936	I	Held by WM Gottwald, trustee Samuel S. Gottwald Gallo Trust u/a dtd 1/3/89*
Common Stock								799	I	Held as custodian for son, James Christian Gottwald*
Common Stock								3,226	I	Held by WM Gottwald as trustee fbo James Christian Gottwald u/a dtd 10/20/87*
Common Stock								4,759	I	Held by WM Gottwald as trustee fbo James Christian Gottwald u/a dtd 12/21/87*
Common Stock								22,557⁽⁵⁾	I	Held by WM Gottwald, trustee James Christian Gottwald Crummey Trust u/a dtd 1/3/89*⁽¹⁾
Common Stock								9,147	I	Held by WM Gottwald, trustee of James Christian Gottwald's Gallo Trust u/a dtd 1/3/89*
Common Stock								13,225	I	Held by WM Gottwald trustee of Charles Houston Gottwald Gallo Trust u/a dtd 9/5/89*
Common Stock								22,469⁽⁵⁾	I	Held by WM Gottwald trustee Charles Houston Gottwald Crummey Trust u/a dtd 9/5/89*⁽¹⁾
Common Stock								3,809	I	Held by WM Gottwald trustee fbo Charles Houston Gottwald u/a dtd 10/18/89*
Common Stock								24,485⁽⁵⁾	I	Held by WM Gottwald trustee Margaret Addison Gottwald Crummey Trust u/a dtd 3/9/92*⁽¹⁾
Common Stock								85,855⁽⁵⁾	I	Held as co-trustee fbo (among others) reporting person's family u/a dtd 12/16/91*⁽⁴⁾
Common Stock								88,725⁽⁵⁾	I	Held by me and James T. Gottwald, trustees fbo reporting person's children*⁽⁴⁾
Common Stock								37,170⁽⁵⁾	I	Held by me and James T. Gottwald as co-trustees WM Gottwald Jr's Crummey Trust u/a dtd 10/13/83*⁽⁴⁾
Common Stock								26,474⁽⁵⁾	I	Held as trustee WM Gottwald Jr.'s Crummey Trust u/a dtd 1/3/89*⁽²⁾
Common Stock								56,385⁽⁵⁾	I	Held as trustee WM Gottwald Jr.'s Gallo Trust u/a dtd 1/3/89*⁽¹⁾⁽⁴⁾
Common Stock								9,625⁽⁵⁾	I	Held as trustee Elizabeth I. Gottwald's Gallo Trust u/a dtd 10/20/87*⁽⁴⁾
Common Stock								26,474⁽⁵⁾	I	Held as trustee Elizabeth I. Gottwald's Crummey Trust u/a dtd 1/3/89*⁽²⁾
Common Stock								17,508	I	Held by Spouse⁽³⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. 16,975 shares held of record by Westham Partners, L.P.*

2. 18,900 held of record by Westham Partners, L.P.*

3. Additional Indirect Holdings: 16,660 Held as co-trustee of Elizabeth I. Gottwald's Crummey Trust u/a dtd 3/28/85.* All shares held of record by Westham Partners, L.P.* 67,270 Held by me as trustee of Elizabeth I. Gottwald's Gallo Trust u/a dtd 1/3/89. All shares held of record by Westham Partners, L.P.* 27,845 Held by me and James T. Gottwald as trustee for the William M. Gottwald Trust dtd 8/18/90.* 9,526 Held by me and William M. Gottwald as trustees fbo James Matthew Gottwald u/a dtd 12/1/81.* 5,486 Held by me and William M. Gottwald as trustees fbo Sarah Wren Gottwald u/a dtd 3/1/83.* 5,236 Held by me as custodian for son, Samuel S. Gottwald.* 4,759 Held by William M. Gottwald as trustee fbo Samuel S. Gottwald u/a dtd 12/21/87.*Revised holdings reflect passive dilution in Westham Partners, L.P. * Reporting person disclaims beneficial ownership.

4. All shares held of record by Westham Partners, L.P.

5. Revised holdings reflects passive dilution in partnership interest in Westham Partners, L.P.

Remarks:

	Nicole C. Daniel, attorney in fact	01/24/2005
	** 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 4 (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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