Sec Form 4 Filing - MATLINPATTERSON LLC @ Huntsman CORP - 2009-10-15

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
MATLINPATTERSON LLC
2. Issuer Name and Ticker or Trading Symbol
Huntsman CORP [ HUN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O MATLINPATTERSON GLOBAL ADVISERS LLC, 520 MADISON AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
10/15/2009
(Street)
NEW YORK, NY10022
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 10/15/2009 S( 1 ) 632,801 D $ 9.2471 ( 2 ) 0 I By Matlin Partnerships ( 3 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MATLINPATTERSON LLC
C/O MATLINPATTERSON GLOBAL ADVISERS LLC
520 MADISON AVENUE
NEW YORK, NY10022
X
MATLINPATTERSON ASSET MANAGEMENT LLC
C/O MATLINPATTERSON GLOBAL ADVISERS LLC
520 MADISON AVENUE
NEW YORK, NY10022
X
MATLINPATTERSON GLOBAL ADVISERS LLC
C/O MATLINPATTERSON GLOBAL ADVISERS LLC
520 MADISON AVENUE
NEW YORK, NY10022
X
MATLINPATTERSON GLOBAL PARTNERS LLC
C/O MATLINPATTERSON GLOBAL ADVISERS LLC
520 MADISON AVENUE
NEW YORK, NY10022
X
MATLIN DAVID J
C/O MATLINPATTERSON GLOBAL ADVISERS LLC
520 MADISON AVENUE
NEW YORK, NY10022
X
PATTERSON MARK R
C/O MATLINPATTERSON GLOBAL ADVISERS LLC
520 MADISON AVENUE
NEW YORK, NY10022
X
Signatures
MATLINPATTERSON LLC By: /s/ ROBERT H. WEISS, Robert H. Weiss, by power of attorney for DAVID MATLIN and MARK R. PATTERSON as the Members 10/16/2009
Signature of Reporting Person Date
MATLINPATTERSON ASSET MANAGEMENT LLC By: MatlinPatterson LLC, as sole Member /s/ ROBERT H. WEISS, Robert H. Weiss by power of attorney for David Matlin and Mark R. Patterson as the Members 10/16/2009
Signature of Reporting Person Date
MATLINPATTERSON GLOBAL ADVISERS LLC By: /s/ ROBERT H. WEISS, Robert H. Weiss, General Counsel 10/16/2009
Signature of Reporting Person Date
MATLINPATTERSON GLOBAL PARTNERS LLC /s/ ROBERT H. WEISS, Robert H. Weiss, General Counsel 10/16/2009
Signature of Reporting Person Date
DAVID J. MATLIN By: /s/ ROBERT H. WEISS, Robert H. Weiss, by power of attorney 10/16/2009
Signature of Reporting Person Date
MARK R. PATTERSON By: /s/ ROBERT H. WEISS, Robert H. Weiss, by power of attorney 10/16/2009
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reflects a sale of shares held by MatlinPatterson Global Opportunities Partners L.P., MatlinPatterson Global Opportunities Partners B, L.P. and MatlinPatterson Global Opportunities Partners (Bermuda) L.P. (collectively, the "Matlin Partnerships") in open market transactions.
( 2 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.220 per share to $9.350 per share. The Reporting Persons undertake to provide, upon request by the Commission staff, the Issuer, or any security holder of the Issuer, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote to this Form 4.
( 3 )MatlinPatterson Global Partners LLC ("Matlin Global Partners") is the general partner of each of the Matlin Partnerships. MatlinPatterson Global Advisers LLC ("Matlin Advisers") is the investment adviser to each of the Matlin Partnerships. MatlinPatterson Asset Management LLC ("Matlin Asset Management") is the managing member of Matlin Global Partners and Matlin Advisers. MatlinPatterson LLC ("MatlinPatterson") is the managing member of Matlin Asset Management. David J. Matlin, and Mark R. Patterson each own 50% of the membership interests of MatlinPatterson. Each of Matlin Global Partners, Matlin Advisers, Matlin Asset Management, MatlinPatterson, David J. Matlin and Mark R. Patterson may be deemed to have a pecuniary interest in shares held by the Matlin Partnerships.

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