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 OF SECURITIES 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 * GOTTWALD WILLIAM M   2. Issuer Name and Ticker or Trading Symbol ALBEMARLE CORP [ALB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chairman of the Board (Last) (First) (Middle) 330 SOUTH FOURTH STREET 3. Date of Earliest Transaction (Month/Day/Year) 02/08/2008 (Street) RICHMOND, VA 23219 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ 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 (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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               2,296,791 D   Common Stock               56,120 I Shares held in trust fbo William M. Gottwald, Jr., u/a dtd 10/13/83. (1) Common Stock               44,865 I Shares held in trust fbo William M. Gottwald, Jr. u/a dtd 1/3/89. (2) Common Stock               85,129 I Shares held by William M. Gottwald, Jr. (3) Common Stock               25,153 I Shares held in trust fbo Elizabeth I. Gottwald u/a dtd 3/28/85. (4) Common Stock               44,865 I Shares held in trust fbo Elizabeth I. Gottwald u/a dtd 1/3/89. (2) Common Stock               116,096 I Shares held by Elizabeth I. Gottwald. (5) Common Stock               55,690 I Shares held in trust fbo reporting person's children u/a dtd 8/16/90. Common Stock               130,100 I Shares held as co-Trustee fbo reporting person's family u/a dtd 12/16/91. (6) Common Stock               10,748 I Shares held as Trustee fbo Samuel S. Gottwald u/a dtd 12/21/87. Common Stock               37,975 I Shares held as Trustee fbo Samuel S. Gottwald u/a dtd 1/3/89. (7) Common Stock               6,452 I Shares held as Trustee fbo James Christian Gottwald u/a dtd 10/20/87. Common Stock               11,414 I Shares held as Trustee fbo James Christian Gottwald u/a dtd 10/20/87. Common Stock               37,975 I Shares held as Trustee fbo James Christian Gottwald u/a dtd 10/20/87. (7) Common Stock               18,294 I Shares held as Trustee fbo James Christian Gottwald u/a dtd 10/20/87. Common Stock               26,450 I Shares held as Trustee fbo Charles Houston Gottwald u/a dtd 9/5/89. Common Stock               37,799 I Shares held as Trustee fbo Charles Houston Gottwald u/a dtd 9/5/89. (7) Common Stock               9,514 I Shares held as Trustee fbo Charles Houston Gottwald u/a dtd 9/5/89. Common Stock               43,727 I Shares held as Trustee fbo Margaret Addison Gottwald u/a dtd 3/9/92. (7) Common Stock               17,894 I Shares held as Trustee fbo Sarah W. Gottwald u/a dtd 1/3/89. Common Stock 02/08/2008   D   700,000 D $ 37.2174 560,708 I Shares held of record by Westham Partners, L.P., reporting person general partner & limited partner. (8) Common Stock 02/08/2008   D   1,000,000 D $ 37.2174 0 I Shares held as co-Trustee fbo reporting person's family u/w Floyd D. Gottwald. (9) Common Stock               30,892 I Held by Spouse (10)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

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 (Month/Day/Year)

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
GOTTWALD WILLIAM M 330 SOUTH FOURTH STREET RICHMOND, VA 23219	X	X	Chairman of the Board

Signatures

Nicole C. Daniel, Attorney in Fact		02/11/2008
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Includes 24,673 shares held of record by Westham Partners, L.P. Decrease in shares reflects proportionate decrease for sale of shares from Westham Partners, L.P.
(2)	12,545 held of record by Westham Partners, L.P. Decrease in shares reflects proportionate decrease for sale of shares from Westham Partners, L.P.
(3)	Includes 37,427 shares held by Westham Partners, L.P. Decrease in shares reflects proportionate decrease for sale of shares from Westham Partners, L.P.
(4)	11,058 shares held of record by Westham Partners, L.P. Decrease in shares reflects proportionate decrease for sale of shares from Westham Partners, L.P.
(5)	Includes 51,041 shares held by Westham Partners, L.P. Decrease in shares reflects proportionate decrease for sale of shares from Westham Partners, L.P.
(6)	57,198 shares held of record by Westham Partners, L.P. Decrease in shares reflects proportionate decrease for sale of shares from Westham Partners, L.P.
(7)	11,268 shares held of record by Westham Partners, L.P. Decrease in shares reflects proportionate decrease for sale of shares from Westham Partners, L.P.
(8)	Price calculated per the terms of an Agreement between Westham Partners, L.P. and Albemarle Corporation. Decrease in shares reflects proportionate decrease for sale of shares from Westham Partners, L.P. *
(9)	Price calculated per the terms of an Agreement between the Grandfather Trust and Albemarle Corporation.
(10)	Additional Indirect Holdings: 8,406 shares held by Trustee under Albemarle Savings Plan; 19,052 shares held as co-trustee fbo James M. Gottwald u/a dtd 12/1/81; 17,894 shares held as co-trustee fbo James M. Gottwald u/a dtd 1/3/89; 10,972 shares held as co-trustee fbo Sarah W. Gottwald u/a dtd 3/1/83.

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