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Ingredion Inc Director's Dealing 2010

May 5, 2010

30754_dirs_2010-05-05_eb549cac-6b7f-4083-b138-170e897fef1e.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CORN PRODUCTS INTERNATIONAL INC (CPO)
CIK: 0001046257
Period of Report: 2010-05-04

Reporting Person: GORDON ILENE S (Director, Chairman, President and CEO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2010-05-04 Common Stock F 21908 $36.22 Disposed 104703.7645 Direct

Footnotes

F1: Shares withheld to pay taxes upon the vesting of 55,530 restricted stock units granted on May 4, 2009.

F2: These are 33,622 shares of common stock and 71,081.7645 restricted stock units issued under the Corn Products International, Inc. Stock Incentive Plan. 55,531.4506 of these restricted stock units will become vested on May 4, 2011, 3,109.2478 of these restricted stock units will become vested on May 4, 2012, 3,110.2665 of these restricted stock units will become vested on May 4, 2013, 3,110.2665 of these restricted stock units will become vested on May 4, 2014, 3,110.2665 of these restricted stock units will become vested on May 4, 2015 and 3,110.2665 of these restricted stock units will become vested on May 4, 2016, provided, that all of the restricted stock units will become vested in the event of the reporting person's death or disability while employed by the issuer, upon the reporting person's involuntary termination by the issuer without cause or upon the occurrence of a change in control as defined in the reporting person's Executive Severance Agreement.

F3: Includes restricted stock units acquired through deemed dividend reinvestment.