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 *
KISSAM LUTHER C IV
   2. Issuer Name and Ticker or Trading Symbol
ALBEMARLE CORP [ALB] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President & CEO
(Last)
(First)
(Middle)
ALBEMARLE CORPORATION, 451 FLORIDA STREET		 3. Date of Earliest Transaction (Month/Day/Year)
02/24/2014
(Street)

BATON ROUGE, LA 70801		 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               3,609 (1) I Albemarle Savings Plan
Common Stock 02/24/2014   M   4,538 A $ 0 (2) 165,317 D  
Common Stock 02/24/2014   F   2,122 (3) D $ 63.84 163,195 D  

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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
Performance Unit (4) 02/24/2014   A   9,076     (5)   (6) Common Stock 9,076 $ 0 (2) 9,076 D  
Performance Unit (4) 02/24/2014   M     4,538   (5)   (6) Common Stock 4,538 $ 0 (2) 4,538 D  
Non-Qualified Stock Option $ 63.84 02/24/2014   A   83,685     (7) 02/23/2014 Common Stock 83,685 $ 0 (2) 83,685 D  
Restricted Stock Unit (8) 02/24/2014   A   18,797     (9)   (6) Common Stock 18,797 $ 0 (2) 18,797 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
KISSAM LUTHER C IV
ALBEMARLE CORPORATION
451 FLORIDA STREET
BATON ROUGE, LA 70801		   X     President & CEO  

Signatures

 /s/ Jacob B. Wilson, Attorney-in-fact   02/26/2014
**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) Portion of share increase due to periodic purchases by Albemarle Savings Plan trustee.
(2) Transaction has no purchase or share price.
(3) Performance Units vested on 2/24/2014. Shares withheld to meet tax liabilities associated with such vested shares.
(4) Each Performance Unit converts to 1 share of Common Stock.
(5) Performance Units issued on 2/24/2012 subject to achievement of performance objectives. Performance Units granted by Compensation Committee upon achievement of performance objectives. Performance Units vest over a 2 year period. 50% vested on 2/24/2014 and 50% will vest on 1/1/2015.
(6) No expiration date.
(7) Stock Options vest in three equal installments over 3 years: 2/24/2017, 2/24/2018 and 2/24/2019.
(8) Each Restricted Stock Unit converts to 1 share of Common Stock
(9) 50% of Restricted Stock Units to vest in the first quarter of 2016 at the time the Compensation Committee makes its determination with respect to performance goals, and 50% to vest on January 1, 2017.

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