LSB INDUSTRIES, INC. — Director's Dealing 2008

Aug 11, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LSB INDUSTRIES INC (LXU)
CIK: 0000060714
Period of Report: 2008-08-07

Reporting Person: SHEAR HEIDI L BROWN (VP/Managing Counsel/Asst Sec)
Reporting Person: SHEAR DAVID MICHAEL (Senior VP/General Counsel/Sec)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-08-07	Common Stock	S	1000	$23.25	Disposed	21988	Indirect
2008-08-07	Common Stock	S	400	$23.08	Disposed	21588	Indirect
2008-08-07	Common Stock	S	200	$23.07	Disposed	21388	Indirect
2008-08-07	Common Stock	S	100	$23.06	Disposed	21288	Indirect
2008-08-07	Common Stock	S	200	$23.05	Disposed	21088	Indirect
2008-08-07	Common Stock	S	7100	$23.00	Disposed	13988	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	105581	Indirect

Footnotes

F1: The designated reporting person is Heidi L. Brown Shear. Ms. Shear's spouse, David M. Shear, jointly files this report with Ms. Shear. David Shear is Senior Vice President and General Counsel of the Issuer. These shares are held in an account jointly owned by Heidi Shear's revocable trust, of which she is settlor and trustee, and David Shear's revocable trust, of which he is settlor and trustee. This amount does not include, and David Shear disclaims beneficial ownership of 13,988 shares held by two trusts established for the benefit of each of the reporting persons' children. Please see footnote (2) for a description of the children's trusts.

F2: These shares are held by two trusts established for the benefit of each of the reporting persons' children, of which Heidi Shear is the trustee and exercises investment and dispositive control over the trusts' portfolio securities. On August 7, 2008, one child's trust sold 5,000 shares and the second child's trust sold 4,000 shares, each pursuant to Rule 10b5-1 Sales Plans adopted on March 14, 2008.