Cheyne Schedule 13G

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, G1rwDdrzyp6DsLih9z3IExSLgWuEBdpcjmF7a3pMUt8cXyjfM6eoff5wkTbuLQHb i95k6l/YrN+3X2gn1NDFlQ== 0000894579-07-000327.txt : 20070831 0000894579-07-000327.hdr.sgml : 20070831 20070831115752 ACCESSION NUMBER: 0000894579-07-000327 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070831 DATE AS OF CHANGE: 20070831 GROUP MEMBERS: CHEYNE CAPITAL MANAGEMENT (UK) LLP GROUP MEMBERS: CHEYNE GENERAL PARTNER INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Huntsman CORP CENTRAL INDEX KEY: 0001307954 STANDARD INDUSTRIAL CLASSIFICATION: CHEMICALS & ALLIED PRODUCTS [2800] IRS NUMBER: 421648585 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-80566 FILM NUMBER: 071093558 BUSINESS ADDRESS: STREET 1: 500 HUNTSMAN WAY CITY: SALT LAKE CITY STATE: UT ZIP: 84108 BUSINESS PHONE: (801) 584-5700 MAIL ADDRESS: STREET 1: 500 HUNTSMAN WAY CITY: SALT LAKE CITY STATE: UT ZIP: 84108 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Cheyne Capital Management (UK) LLP CENTRAL INDEX KEY: 0001390457 IRS NUMBER: 000000000 STATE OF INCORPORATION: X0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: STORNAWAY HOUSE STREET 2: 13 CLEVELAND ROW CITY: LONDON STATE: X0 ZIP: SW1A 3DH BUSINESS PHONE: 011-44(0)2070317450 MAIL ADDRESS: STREET 1: STORNAWAY HOUSE STREET 2: 13 CLEVELAND ROW CITY: LONDON STATE: X0 ZIP: SW1A 3DH SC 13G 1 cheyne38877413g.htm SCHEDULE 13G - HUNTSMAN CORPORATION Cheyne Schedule 13G

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

HUNTSMAN CORPORATION

(Name of Issuer)

Common Stock, $0.01 par value per share

(Title of Class of Securities)

447011107

(CUSIP Number)

August 16, 2007

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[X] Rule 13d-1(b)

[ ] Rule 13d-1(c)

[ ] Rule 13d-1(d)

CUSIP No. 447011107

Page 2 of 9 Pages

1.	NAME OF REPORTING PERSONS IRS IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

	Cheyne Capital Management (UK) LLP
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X]
2.
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION England & Wales

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 11,332,705
	6.	SHARED VOTING POWER 0
	7.	SOLE DISPOSITIVE POWER 11,332,705
	8.	SHARED DISPOSITIVE POWER 0

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11,332,705
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
	CERTAIN SHARES [ ]
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.10%
12.	TYPE OF REPORTING PERSON IA

CUSIP No. 447011107

Page 3 of 9 Pages

1.	NAME OF REPORTING PERSONS IRS IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

	Cheyne General Partner Inc.
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X]
2.
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION England & Wales

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 0
	6.	SHARED VOTING POWER 11,332,705
	7.	SOLE DISPOSITIVE POWER 0
	8.	SHARED DISPOSITIVE POWER 11,332,705

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11,332,705
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
	CERTAIN SHARES [ ]
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.10%
12.	TYPE OF REPORTING PERSON CO

CUSIP No. 447011107		Page 4 of 9 Pages

Item 1.	(a)	Name of Issuer:

		Huntsman Corporation

	(b)	Address of Issuer's Principal Executive Offices:

		500 Huntsman Way
		Salt Lake City, UT 84108

Item 2.	(a)	Name of Person Filing:

		This Schedule 13G is being filed jointly by Cheyne Capital Management (UK) LLP and Cheyne General Partner Inc.

	(b)	Address of Principal Business Office or, if none, Residence:

		The address of Cheyne Capital Management (UK) LLP is Stornoway House, 13 Cleveland Row, London, SW1A 3DH, England..

		The address of Cheyne General Partner Inc. is Walker House, Mary Street, PO Box 908GT, Grand Cayman, Cayman Islands.

	(c)	Citizenship:

		Cheyne Capital Management (UK) LLP is a limited liability partnership incorporated under the laws of England and Wales.

		Cheyne General Partner Inc. is a Cayman Islands corporation.

	(d)	Title of Class of Securities:

		Common Stock, $0.01 par value per share.

	(e)	CUSIP Number:

		447011107

Item 3.	If this statement is filed pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

	(a)	[ ] Broker or dealer registered under Section 15 of the Act.
	(b)	[ ] Bank as defined in Section 3(a)(6) of the Act.
	(c)	[ ] Insurance company as defined in Section 3(a)(19) of the Act.
	(d)	[ ] Investment company registered under Section 8 of the Investment Company Act of 1940.
	(e)	[X] An investment adviser in accordance with Section 240.13d-1(b) (1)(ii)(E).* * Cheyne Capital Management (UK) LLP only.
	(f)	[ ] An employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F).

CUSIP No. 447011107		Page 5 of 9 Pages

(g)

[ ] A parent holding company or control person in accordance with
Section 240.13d-1(b)(1)(ii)(G).

	(h)	[ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.
	(i)	[ ] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940.
	(j)	[ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(J).

Item 4.	Ownership.

	(a)	Amount Beneficially Owned:**

	(b)	Percent of Class:**

	(c)	Number of Shares as to which the person has:

		(i)	sole power to vote or direct the vote**
		(ii)	shared power to vote or direct the vote**
		(iii)	sole power to dispose or direct the disposition of**
		(iv)	shared power to dispose or direct the disposition of**

	**See Attachment A

Item 5.	Ownership of Five Percent or Less of a Class.

	If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ].

Item 6.	Ownership of More than Five Percent on Behalf of Another Person.

	Cheyne Special Situations Fund L.P., a Cayman Islands limited partnership.

Item 7.	Identification and Classification of the subsidiary which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

	Not applicable.

Item 8.	Identification and Classification of Members of the Group.

	Not applicable.

Item 9.	Notice of Dissolution of Group.

	Not applicable.

CUSIP No. 447011107		Page 6 of 9 Pages

Item 10.	Certification.

	By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

CUSIP No. 447011107		Page 7 of 9 Pages

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.

		Date: August 31, 2007


		CHEYNE CAPITAL MANAGEMENT (UK) LLP
		By	/s/ Gary Ibbott
		Name:	Gary Ibbott
		Title:	Chief Financial Officer

		CHEYNE GENERAL PARTNER INC.


		By	/s/ Daniele Hendry
		Name:	Daniele Hendry
		Title:	Director

CUSIP No. 447011107		Page 8 of 9 Pages

AGREEMENT OF JOINT FILING

In accordance with Rule 13d-1(k) under the Act, the undersigned hereby agree to the joint filing with the other persons signatory below of a statement on Schedule 13G or any amendments thereto, with respect to the Common Stock of Huntsman Corporation, and that this Agreement be included as an attachment to such filing.

This Agreement may be executed in any number of counterparts each of which shall be deemed to be an original and all of which together shall be deemed to constitute one and the same Agreement.

IN WITNESS WHEREOF, the undersigned hereby execute this Agreement on this 31 day of
August 2007.

		CHEYNE CAPITAL MANAGEMENT (UK) LLP
		By	/s/ Gary Ibbott
		Name:	Gary Ibbott
		Title:	Chief Financial Officer

		CHEYNE GENERAL PARTNER INC.


		By	/s/ Daniele Hendry
		Name:	Daniele Hendry
		Title:	Director

CUSIP No. 447011107		Page 9 of 9 Pages

ATTACHMENT A

1. Beneficial Ownership (Item 4(a) and (b) of Schedule 13G)

As of August 16, 2007, Cheyne Capital Management (UK) LLP ("CCMUK"), as the investment manager of Cheyne Special Situations Fund L.P. ("CLP"), may be deemed to have sole power to vote or to direct the voting of and to dispose or to direct the disposition of 11,332,705 shares of Common Stock of Huntsman Corporation (the "Common Stock"). Accordingly, CCMUK may be deemed to be the beneficial owner of the 11,332,705 shares of Common Stock, which, based on there being 222,005,083 shares of Common Stock outstanding as reported in the Form 10-Q of Huntsman Corporation for the quarter ending June 30, 2007 (the "Form 10-Q"), represents approximately 5.10% of the outstanding Common Stock.

As of August 16, 2007, Cheyne General Partner Inc. ("CGP"), as the general partner of CLP, may be deemed to have shared power to vote or to direct the voting of and to dispose or to direct the disposition of 11,332,705 shares of Common Stock. Accordingly, CGP may be deemed to be the beneficial owner of the 11,332,705 shares of Common Stock, which, based on there being 222,005,083 shares of Common Stock outstanding as reported in the Form 10-Q, represents approximately 5.10% of the outstanding Common Stock.

As of August 16, 2007, CLP was the direct beneficial owner of 11,332,705 shares of Common Stock, which, based on there being 222,005,083 shares of Common Stock outstanding as reported in the Form 10-Q, represents approximately 5.10% of the outstanding Common Stock.

Each of CCMUK and CGP disclaim beneficial ownership of the 11,332,705 shares of Common Stock, except to the extent of any pecuniary interest therefrom.

2. Power to Vote and Dispose (Item 4(c) of Schedule 13G)

As of August 16, 2007, CCMUK may be deemed to have sole power to vote or to direct the voting of and to dispose or to direct the disposition of the 11,332,705 shares of Common Stock.

As of August 16, 2007, CGP may be deemed to have shared power to vote or to direct the voting of and to dispose or to direct the disposition of the 11,332,705 shares of Common Stock.

Each of CCMUK and CGP disclaim beneficial ownership of the 11,332,705 shares of Common Stock, except to the extent of any pecuniary interest therefrom.

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