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

OMB APPROVAL OMB Number: 3235-0287 Expires: January 31, 2005 Estimated average burden hours per response... 0.5

(Print or Type Responses)

1. Name and Address of Reporting Person * Tozier Scott   2. Issuer Name and Ticker or Trading Symbol ALBEMARLE CORP [ALB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Sr VP & CFO (Last) (First) (Middle) ALBEMARLE CORPORATION, 451 FLORIDA STREET 3. Date of Earliest Transaction (Month/Day/Year) 02/24/2014 (Street) BATON ROUGE, LA BATON ROUG 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               417 (1) I Albemarle Savings Plan Common Stock 02/24/2014   M   1,089 A $ 0 (2) 32,492 D   Common Stock 02/24/2014   F   510 (3) D $ 63.84 31,982 D   Common Stock 02/25/2014   S   3,509 (4) D $ 64.44 28,473 D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

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

(5)

02/24/2014

A

2,178

(6)

(7)

Common Stock

2,178

$ 0 (2)

2,178

D

Performance Unit

(5)

02/24/2014

M

1,089

(6)

(7)

Common Stock

1,089

$ 0 (2)

1,089

D

Non-Qualified Stock Option

$ 63.84

02/24/2014

A

18,831

(8)

02/23/2024

Common Stock

18,831

$ 0 (2)

18,831

D

Restricted Stock Unit

(9)

02/24/2014

A

3,760

(10)

(7)

Common Stock

3,760

$ 0 (2)

3,760

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Tozier Scott ALBEMARLE CORPORATION 451 FLORIDA STREET BATON ROUGE, LA BATON ROUG			Sr VP & CFO

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 price or share price.
(3)	Performance Units vested on 2/24/2014. Shares withheld to meet tax liabilities associated with such vested shares.
(4)	Shares sold by reporting person pursuant to 10b5-1 plan to meet tax obligations.
(5)	Each Performance Unit converts to 1 share of Common Stock.
(6)	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.
(7)	No expiration date.
(8)	Stock Options vest in three equal installments over 3 years: 2/24/2017, 2/24/2018 and 2/24/2019.
(9)	Each Restricted Stock Unit converts to 1 share of Common Stock.
(10)	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.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.