Huntsman CORP — Director's Dealing 2011

Feb 24, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Huntsman CORP (HUN)
CIK: 0001307954
Period of Report: 2011-02-23

Reporting Person: Huntsman Peter R (Director, President, CEO, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-23	Common Stock	F	16105	$16.82	Disposed	1671213	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	191000	Indirect
Common Stock	20931827	Indirect

Footnotes

F1: Shares automatically withheld upon vesting of restricted stock to satisfy tax withholding obligations.

F2: Represents shares held by spouse as Uniform Gifts to Minors Act custodian for six of the reporting person's children. The reporting person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.

F3: These shares are owned directly by Huntsman Family Holdings Company LLC and indirectly by other members of Huntsman Family Holdings Company LLC and Peter R. Huntsman. Peter R. Huntsman disclaims beneficial ownership of the shares held by Huntsman Family Holdings Company LLC, except to the extent of his pecuinary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of any of the reported shares for purposes of Section 16 or for any other purpose.