Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
GOTTWALD WILLIAM M
   2. Issuer Name and Ticker or Trading Symbol
ALBEMARLE CORP [ALB] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman of the Board
(Last)
(First)
(Middle)
330 SOUTH FOURTH STREET		 3. Date of Earliest Transaction (Month/Day/Year)
12/06/2007
(Street)

RICHMOND, VA 23219		 4. If Amendment, Date 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
(City)
(State)
(Zip)
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               2,268,163 (1) D  
Common Stock               63,623 I Shares held in trust fbo William M. Gottwald, Jr., u/a dtd 10/13/83. (2)
Common Stock               48,680 I Shares held in trust fbo William M. Gottwald, Jr. u/a dtd 1/3/89. (3)
Common Stock               96,511 I Shares held by William M. Gottwald, Jr. (4)
Common Stock               28,516 I Shares held in trust fbo Elizabeth I. Gottwald u/a dtd 3/28/85. (7)
Common Stock               48,680 I Shares held in trust fbo Elizabeth I. Gottwald u/a dtd 1/3/89. (3)
Common Stock               131,617 I Shares held by Elizabeth I. Gottwald. (5)
Common Stock               55,690 I Shares held in trust fbo reporting person's children u/a dtd 8/16/90.
Common Stock               147,493 I Shares held as co-Trustee fbo reporting person's family u/a dtd 12/16/91. (6)
Common Stock               10,748 I Shares held as Trustee fbo Samuel S. Gottwald u/a dtd 12/21/87.
Common Stock               41,402 I Shares held as Trustee fbo Samuel S. Gottwald u/a dtd 1/3/89. (8)
Common Stock               6,452 I Shares held as Trustee fbo James Christian Gottwald u/a dtd 10/20/87.
Common Stock               11,414 I Shares held as Trustee fbo James Christian Gottwald u/a dtd 10/20/87.
Common Stock               41,402 I Shares held as Trustee fbo James Christian Gottwald u/a dtd 10/20/87. (8)
Common Stock               18,294 I Shares held as Trustee fbo James Christian Gottwald u/a dtd 10/20/87.
Common Stock               26,450 I Shares held as Trustee fbo Charles Houston Gottwald u/a dtd 9/5/89.
Common Stock               41,226 I Shares held as Trustee fbo Charles Houston Gottwald u/a dtd 9/5/89. (8)
Common Stock               9,514 I Shares held as Trustee fbo Charles Houston Gottwald u/a dtd 9/5/89.
Common Stock               47,154 I Shares held as Trustee fbo Margaret Addison Gottwald u/a dtd 3/9/92. (8)
Common Stock               17,894 I Shares held as Trustee fbo Sarah W. Gottwald u/a dtd 1/3/89.
Common Stock 12/06/2007   D   1,000,000 D $ 43.9758 731,213 I Shares held of record by Westham Partners, L.P., reporting person general partner & limited partner. (10)
Common Stock               1,000,000 I Shares held as co-Trustee fbo reporting person's family u/w Floyd D. Gottwald. (9)
Common Stock               30,892 I Held by Spouse

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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 Underlying Securities
(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 of Derivative Security: 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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
GOTTWALD WILLIAM M
330 SOUTH FOURTH STREET
RICHMOND, VA 23219		   X   X   Chairman of the Board  

Signatures

 Nicole C. Daniel, Attorney in Fact   12/06/2007
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Includes (i) 288,601 shares received as a distribution from Westham Partners, L.P. and (ii) 5,662 shares held in an IRA.
(2) Includes 32,175 shares held of record by Westham Partners, L.P. Decrease in shares reflects (i) distribution from Westham Partners, L.P. and (ii) proportionate decrease for sale of shares from Westham Partners, L.P.
(3) 16,360 held of record by Westham Partners, L.P. Decrease in shares reflects (i) distribution from Westham Partners, L.P. and (ii) proportionate decrease for sale of shares from Westham Partners, L.P.
(4) Includes 48,808 shares held by Westham Partners, L.P. Decrease in shares reflects (i) distribution from Westham Partners, L.P. and (ii) proportionate decrease for sale of shares from Westham Partners, L.P.
(5) Includes 66,562 shares held by Westham Partners, L.P. Decrease in shares reflects (i) distribution from Westham Partners, L.P. and (ii) proportionate decrease for sale of shares from Westham Partners, L.P.
(6) 74,591 sha res held of record by Westham Partners, L.P. Decrease in shares reflects (i) distribution from Westham Partners, L.P. and (ii) proportionate decrease for sale of shares from Westham Partners, L.P.
(7) 14,421shares held of record by Westham Partners, L.P. Decrease in shares reflects (i) distribution from Westham Partners, L.P. and (ii) proportionate decrease for sale of shares from Westham Partners, L.P.
(8) 14,694 shares held of record by Westham Partners, L.P. Decrease in shares reflects (i) distribution from Westham Partners, L.P. and (ii) proportionate decrease for sale of shares from Westham Partners, L.P.
(9) Additional Indirect Holdings: 7,892 shares held by Trustee under Albemarle Savings Plan; 19,052 shares held as co-trustee fbo James M. Gottwald u/a dtd 12/1/81; 17,894 shares held as co-trustee fbo James M. Gottwald u/a dtd 1/3/89; 10,972 shares held as co-trustee fbo Sarah W. Gottwald u/a dtd 3/1/83.
(10) Price calculated per the terms of an Agreement between Westham Partners, L.P. and Albemarle Corporation. Decrease in shares reflects (i) distribution from Westham Partners, L.P. and (ii) proportionate decrease for sale of shares from Westham Partners, L.P. *

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