LSB INDUSTRIES, INC. — Director's Dealing 2008

Dec 23, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LSB INDUSTRIES INC (LXU)
CIK: 0000060714
Period of Report: 2008-12-19

Reporting Person: TEPPER MICHAEL DAWE (Sr. VP-Int'l Operations)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-12-19	Common Stock	S	800	$8.64	Disposed	48055	Indirect
2008-12-22	Common Stock	S	4727	$7.29	Disposed	43328	Indirect
2008-12-23	Common Stock	S	5000	$7.38	Disposed	38328	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2000	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Nonqualified Stock Option	$1.25	2009-07-08	Common Stock (50000)	50000	Direct

Footnotes

F1: On December 19, 2008, the reporting person sold a total of 800 shares of the Issuer's common stock at the weighted average price per share of $8.64, which is based on the following sales of the Issuer's common stock at the respective price per share: (a) $8.54 - 200 shares, (b) $8.55 - 200 shares, and (c) $8.73 - 400 shares. On December 22, 2008, the reporting person sold a total of 4,727 shares of the Issuer's common stock at the weighted average price per share of $7.29, which is based on the following sales of the Issuer's common stock at the respective price per share: (a) $7.25 - 500 shares, (b) $7.26 - 600 shares, (c) $7.28 - 3,291 shares, and (d) $7.49 - 336 shares.

F2: These shares are held by the reporting person's revocable trust, of which the reporting person is the trustee and exercises investment and dispositive control over the trust's portfolio securities.

F3: On December 23, 2008, the reporting person sold a total of 5,000 shares of the Issuer's common stock at the weighted average price per share of $7.38, which is based on the following sales of the Issuer's common stock at the respective price per share: (a) $7.34 - 1,100 shares, (b) $7.35 - 1,200 shares, (c) $7.36 - 200 shares, (d) $7.37 - 400 shares, (e) $7.38 - 300 shares, (f) $7.39 - 400 shares, (g) $7.40 - 400 shares, (h) $7.41 - 100 shares, (i) $7.42 - 200 shares, (j) $7.43 - 100 shares, (k) $7.44 - 300 shares, and (l) $7.46 - 300 shares.

F4: Nonqualified Stock Option ("NQSO") granted by the Issuer to the reporting person. All NQSOs held by the reporting person are currently exercisable. As of the date of this report, the total number of shares underlying the NQSOs held by the reporting person is 50,000.