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 WILLIAM M

(Last) (First) (Middle)
330 SOUTH FOURTH STREET

(Street)
RICHMOND VA 23219

(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
X Officer (give title below) Other (specify below)
Chairman of the Board
3. Date of Earliest Transaction (Month/Day/Year)
01/13/2005
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)
Code V Amount (A) or (D) Price
Common Stock 01/13/2005 M 416 A (8) 825,722(5) D
Common Stock 39,244.83 I Shares held in trust fbo William M. Gottwald, Jr., u/a dtd 10/13/83.(1)
Common Stock 27,529 I Shares held in trust fbo William M. Gottwald, Jr. u/a dtd 1/3/89.(2)
Common Stock 59,532.41 I Shares held in trust fbo William M. Gottwald, Jr. u/a dtd 1/3/89.(1)
Common Stock 10,162.27 I Shares held in trust fbo Elizabeth I. Gottwald u/a dtd 10/20/87.(1)
Common Stock 17,589.96 I Shares held in trust fbo Elizabeth I. Gottwald u/a dtd 3/28/85.(1)
Common Stock 27,529 I Shares held in trust fbo Elizabeth I. Gottwald u/a dtd 1/3/89.(2)
Common Stock 71,025.01 I Shares held in trust fbo Elizabeth I. Gottwald u/a dtd 1/3/89.(1)
Common Stock 27,845 I Shares held in trust fbo reporting person's children u/a dtd 8/16/90.
Common Stock 90,980.01 I Shares held as co-Trustee fbo reporting person's family u/a dtd 12/16/91.(1)
Common Stock 4,759 I Shares held as Trustee fbo Samuel S. Gottwald u/a dtd 12/21/87.
Common Stock 23,504.54 I Shares held as Trustee fbo Samuel S. Gottwald u/a dtd 1/3/89.(3)
Common Stock 7,936 I Shares held as Trustee fbo Samuel S. Gottwald u/a dtd 1/3/89.
Common Stock 3,226 I Shares held as Trustee fbo James C. Gottwald u/a dtd 10/20/87.
Common Stock 4,759 I Shares held as Trustee fbo James C. Gottwald u/a dtd 12/21/87.
Common Stock 23,504.54 I Shares held as Trustee fbo James C. Gottwald u/a dtd 1/3/89.(3)
Common Stock 9,147 I Shares held as Trustee fbo James C. Gottwald u/a dtd 1/3/89.
Common Stock 13,225 I Shares held as Trustee fbo Charles H. Gottwald u/a dtd 9/5/89.
Common Stock 23,416.54 I Shares held as Trustee fbo Charles H. Gottwald u/a dtd 9/5/89.(3)
Common Stock 3,809 I Shares held as Trustee fbo Charles H. Gottwald u/a dtd 10/18/89.
Common Stock 25,432.54 I Shares held as Trustee fbo Margaret A. Gottwald u/a dtd 3/9/92.(3)
Common Stock 9,526 I Shares held as Trustee fbo James M. Gottwald u/a dtd 12/1/81.
Common Stock 8,947 I Shares held as Trustee fbo James M. Gottwald u/a dtd 1/3/89.
Common Stock 3,646 I Shares held as Trustee fbo James M. Gottwald u/a dtd 1/3/89.
Common Stock 5,486 I Shares held as Trustee fbo Sarah W. Gottwald u/a dtd 3/1/83.
Common Stock 8,947 I Shares held as Trustee fbo Sarah W. Gottwald u/a dtd 1/3/89.
Common Stock 7,736 I Shares held as Trustee fbo Sarah W. Gottwald u/a dtd 1/3/89.
Common Stock 891,877.55 I Shares held of record by Westham Partners, L.P., reporting person general partner & limited partner.
Common Stock 531,016.667 I Shares held as co-Trustee fbo reporting person's family u/w Floyd D. Gottwald.(4)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Stock (6) 01/13/2005 M 416 (7) (7) Common Stock 416 (8) 417.34 D
Phantom Stock (6) 01/13/2005 D 417.34 (7) (7) Common Stock 417.34 $38.05 0 D
Explanation of Responses:
1. All shares of record held by Westham Partners, L.P.
2. 19,955 shares of record held by Westham Partners, L.P.
3. 17,922.54 shares of record held by Westham Partners, L.P.
4. Additional Indirect Holdings: 3,300 shares held by Trustee under Albemarle Savings Plan; 15,446 shares held by spouse.
5. Amount includes dividends accrued on Phantom Stock units.
6. Phantom Stock units convert 1 for 1
7. Phantom Stock units vest over three year period beginning January 1, 2003 -- 50% of the Units (including any fractional shares) are paid in cash, and 50% of the Units are paid in stock.
8. Transaction has no purchase or share price.
Remarks:
Nicole C. Daniel, attorney in fact 01/13/2005
** 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).
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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