SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Martin Scott A. (Last) (First) (Middle) ALBEMARLE CORPORATION 451 FLORIDA STREET (Street) BATON ROUGE LA 70801 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 03/01/2012	3. Issuer Name and Ticker or Trading Symbol ALBEMARLE CORP [ ALB ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Vice President, Fine Chemistry	5. If Amendment, Date of 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

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	2,774	D
Common Stock	254	I	Albemarle Savings Plan

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Unit	(1)	03/11/2020	Common Stock	2,350	$0(2)	D
Non-Qualified Stock Option	(3)	03/31/2019	Common Stock	18,000	$22.45	D
Non-Qualified Stock Option	(4)	03/11/2020	Common Stock	4,000	$41.94	D
Non-Qualified Stock Option	(5)	01/30/2021	Common Stock	4,400	$56.16	D
Non-Qualified Stock Option	(6)	02/24/2022	Common Stock	6,900	$66.14	D

Explanation of Responses:

1. Performance Units issued on 3/12/2010. Total of 4,700 Performance Units granted by Compensation Committee upon achievement of superior level of performance objectives. Performance Units vest over a 2 year period -- 50% vested on 2/24/2012 and 50% to vest on 1/1/2013.

2. Transaction has no purchase or sale price.

3. Stock Option granted on 4/01/2009 and will cliff vest on 4/01/2012.

4. Stock Option granted on 3/12/2010. Stock Option is to vest in 3 equal installments over 3 years: 1/3 vested on 3/12/2011, but not exercised; 1/3 to vest on 3/12/2012; 1/3 to vest on 3/12/2013.

5. Stock Option granted on 1/31/2011. Stock Option is to vest in 3 equal installments over 3 years: 1/3 vested on 1/31/2012, but not exercised; 1/3 to vest on 1/31/2013; 1/3 to vest on 3/12/2014.

6. Stock Option granted on 2/24/2012. Stock Option is to vest in 3 equal installments over 3 years: 2/24/2013, 2/24/2014, and 2/24/2015.

Remarks:

	/s/ Karen G. Narwold, attorney in fact	03/05/2012
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
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