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^*

Rogers Robert Wade

(Last)

(First)

(Middle)

500 HUNTSMAN WAY

(Street)

SALT LAKE CITY

84108

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/06/2009

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)
	Sr. VP, Human Resources

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	108,725	D

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)	⁽¹⁾	02/10/2015	Common Stock	20,998	$23	D
Option (right to buy)	⁽²⁾	03/01/2016	Common Stock	37,462	$20.5	D
Option (right to buy)	⁽³⁾	02/20/2017	Common Stock	44,265	$20.66	D
Option (right to buy)	⁽⁴⁾	03/02/2019	Common Stock	171,429	$2.59	D

Explanation of Responses:

1. This option became exercisable in three equal annual installments on February 10, 2006, 2007 and 2008.

2. This option became exercisable in three equal annual installments on March 1, 2007, 2008 and 2009.

3. This option became exercisable as to 14,755 shares on February 20, 2008, an additional 14,755 shares on February 20, 2009 and becomes exercisable as to the remaining 14,755 shares on February 20, 2010.

4. This option becomes exercisable as to 57,143 shares on March 2, 2010, an additional 57,143 shares on March 2, 2011 and the remaining 57,143 shares March 2, 2012.

	/s/ Sean H. Pettey, by Power of Attorney	08/14/2009
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.