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LSB INDUSTRIES, INC. Director's Dealing 2011

Jan 6, 2011

32699_dirs_2011-01-06_7b06427e-b4a6-4dea-96f6-8aa4e4179ecd.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LSB INDUSTRIES INC (LXU)
CIK: 0000060714
Period of Report: 2011-01-05

Reporting Person: BROWN ROBERT C MD (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2011-01-05 Common Stock S 30000 $25 Disposed 31160 Indirect
2011-01-05 Common Stock S 18442 $25 Disposed 0 Indirect

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 50727 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Nonqualified Stock Option $7.86 2018-11-13 Common Stock (5000) 5000 Direct

Footnotes

F1: These shares were sold pursuant to a Rule 10b5-1 sales plan, dated March 15, 2010. These shares are held in a joint account owned by the Robert C. Brown Rev. Trust, DTD 08/27/99, of which the reporting person is settlor and trustee and the Zelda F. Brown Rev. Trust, DTD 08/27/99, of which the reporting person's spouse is settlor and trustee. This amount includes 1,644 shares which were transferred from the Robert C. Brown, M.D., Inc. Employee Profit Sharing Plan to the Robert C. Brown Rev. Trust, DTD 08/27/99 on December 17, 2008.

F2: These shares were sold pursuant to a Rule 10b5-1 sales plan, dated March 15, 2010. Dr. Brown is trustee of the Robert C. Brown, M.D., Inc. Employee Profit Sharing Plan and has a vested interest in the income or corpus of the trust.

F3: Dr. Brown's pecuniary interest in the issuer's common stock held by the Robert C. Brown, M.D., Inc. ("RCB M.D., Inc.") Employee Profit Sharing Plan and by RCB M.D., Inc. was last reported in the Schedule 14A Proxy Statement filed by the issuer on May 10, 2010, and the Form 4 filed by Dr. Brown on December 29, 2003.

F4: Nonqualified Stock Option ("NQSO") granted by the Issuer to the reporting person under the Issuer's 2008 Incentive Stock Plan. The NQSO is for a term of ten years from November 13, 2008, the date of grant, and the exercise price of the NQSO is based on the fair market value of the Issuer's common stock on the date of grant. This NQSO vests at the end of years one through six in the following amounts: 16.5%, 16.5%, 16.5%, 16.5%, 16.5% and 17.5%. This NQSO will be fully vested at the end of year six.