Edgar Filing: HARSCO CORP

Ownership Submission

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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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

SORDONI ANDREW J III

2. Issuer Name and Ticker or Trading Symbol
HARSCO CORP [HSC]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	_____ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

P.O. BOX 8888

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2007

(Street)

CAMP HILL, PA 17001-8888

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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, $1.25 par value								191,000 ⁽¹⁾	D
Common Stock, $1.25 par value								2,000 ⁽¹⁾	I	By daughter
Common Stock, $1.25 par value								3,000 ⁽¹⁾	I	By son
Common Stock, $1.25 par value								38,000 ⁽¹⁾	I	By Spouse

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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Option (Right to Buy) ⁽²⁾

$ 23.08 ⁽²⁾

⁽²⁾

04/30/2008⁽²⁾

Common Stock, $1.25 par value

⁽²⁾

4,000 ⁽¹⁾

Stock Option (Right to Buy) ⁽²⁾

$ 16.4063 ⁽²⁾

⁽²⁾

04/30/2009⁽²⁾

Common Stock, $1.25 par value

⁽²⁾

4,000 ⁽¹⁾

Stock Option (Right to Buy) ⁽²⁾

$ 14.6563 ⁽²⁾

⁽²⁾

04/30/2010⁽²⁾

Common Stock, $1.25 par value

⁽²⁾

4,000 ⁽¹⁾

Stock Option (Right to Buy) ⁽²⁾

$ 13.9625 ⁽²⁾

⁽²⁾

04/30/2011⁽²⁾

Common Stock, $1.25 par value

⁽²⁾

4,000 ⁽¹⁾

Stock Option (Right to Buy) ⁽²⁾

$ 20.96 ⁽²⁾

⁽²⁾

04/30/2012⁽²⁾

Common Stock, $1.25 par value

⁽²⁾

4,000 ⁽¹⁾

Stock Option (Right to Buy) ⁽²⁾

$ 16.96 ⁽²⁾

⁽²⁾

04/30/2013⁽²⁾

Common Stock, $1.25 par value

⁽²⁾

4,000 ⁽¹⁾

Restricted Stock Units-NEDSP ⁽³⁾

⁽³⁾

05/01/2007

2,000

⁽³⁾

Common Stock, $1.25 par value

2,000 ⁽³⁾

⁽³⁾

6,548.378 ⁽¹⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
SORDONI ANDREW J III P.O. BOX 8888 CAMP HILL, PA 17001-8888	X

Signatures

Mark E. Kimmel, Attorney-in-Fact		05/02/2007
^**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)	Reflects adjustment made for two-for-one stock distribution on March 26, 2007.
(2)	Stock option granted pursuant to 1995 Non-Employee Directors' Stock Plan, in a transaction exempt under Rule 16b-3.
(3)	Represents restricted stock units granted under the 1995 Non-Employee Directors' Stock Plan. Each restricted stock unit has a one year vesting period and will be settled promptly following termination of the individual's service as a director of the Company. Includes reinvested dividends.

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