CABOT CORP — Director's Dealing 2007

Dec 18, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CABOT CORP (CBT)
CIK: 0000016040
Period of Report: 2007-12-13

Reporting Person: SPO ADVISORY CORP (10% Owner)
Reporting Person: SPO ADVISORY PARTNERS LP (10% Owner)
Reporting Person: SPO PARTNERS II LP (10% Owner)
Reporting Person: Elizabeth R. & William J. Patterson Foundation (10% Owner)
Reporting Person: SCULLY JOHN H (10% Owner)
Reporting Person: OBERNDORF WILLIAM E (10% Owner)
Reporting Person: PATTERSON WILLIAM J (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-12-14	Common Stock	P	1600	$33.87	Acquired	9145800	Indirect
2007-12-14	Common Stock	P	200	$33.88	Acquired	9146000	Indirect
2007-12-14	Common Stock	P	2500	$33.89	Acquired	9148500	Indirect
2007-12-14	Common Stock	P	100	$33.90	Acquired	9148600	Indirect
2007-12-14	Common Stock	P	200	$33.91	Acquired	9148800	Indirect
2007-12-14	Common Stock	P	200	$33.92	Acquired	9149000	Indirect
2007-12-14	Common Stock	P	200	$33.93	Acquired	9149200	Indirect
2007-12-14	Common Stock	P	100	$33.94	Acquired	9149300	Indirect
2007-12-14	Common Stock	P	500	$33.95	Acquired	9149800	Indirect
2007-12-14	Common Stock	P	100	$33.96	Acquired	9149900	Indirect
2007-12-14	Common Stock	P	100	$33.97	Acquired	9150000	Indirect
2007-12-14	Common Stock	P	100	$33.98	Acquired	9150100	Indirect
2007-12-14	Common Stock	P	600	$33.99	Acquired	9150700	Indirect
2007-12-14	Common Stock	P	32800	$34	Acquired	9183500	Indirect

Footnotes

F1: The entities directly acquiring the shares reported on this form are SPO Partners II, L.P. ("SPO Partners"), which bought 119,300 shares, and the Elizabeth R. & William J. Patterson Foundation ("WJPFND"), which bought 2,900 shares.

F2: Due to the purchases causing this filing and related filings today, 8,767,900 shares are owned directly by SPO Partners, and may be deemed to be indirectly beneficially owned by (i) SPO Advisory Partners, L.P. ("SPO Advisory"), the sole general partner of SPO Partners, (ii) SPO Advisory Corp. ("SPO Corp."), the sole general partner of SPO Advisory, and (iii) John H. Scully ("JHS"), William E. Oberndorf ("WEO") and William J. Patterson ("WJP"), the three controlling persons of SPO Corp. 415,600 shares are owned directly by San Francisco Partners, L.P. ("SF Partners"), and may be deemed to be indirectly beneficially owned by (i) SF Advisory Partners, L.P. ("SF Advisory"), the sole general partner of SF Partners, (ii) SPO Corp., the sole general partner of SF Advisory, and (iii) JHS, WEO and WJP, the three controlling persons of SPO Corp. These shares are represented in the running total in Column 5 above, which does not include 2,900 shares held by WJPFND, described in Footnote 1.

F3: Additionally, (i) 333,650 shares of the issuer's common stock may be deemed to be indirectly beneficially owned by WEO solely in his capacity as a trustee for the William and Susan Oberndorf Trust, dated 10/15/98 ("Oberndorf Trust"), (ii) 100,000 shares may be deemed to be indirectly beneficially owned by WEO solely in his capacity as general partner of Oberndorf Family Partners, a California limited partnership, (iii) WEO owns 109,000 shares in his IRA, which is self-directed, and (iv) 10,000 shares may be deemed to be indirectly beneficially owned by WEO solely in his capacity as trustee for the accounts of his two children, Peter C. Oberndorf & William Ernst Oberndorf.