- Amended Statement of Beneficial Ownership (3/A)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Expires: February 28, 2011 Estimated average burden hours per response... 0.5
	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

1. Name and Address of Reporting Person ^*

Huntsman James H

2. Date of Event Requiring Statement (MM/DD/YYYY) 7/11/2011

3. Issuer Name and Ticker or Trading Symbol

Huntsman CORP [HUN]

(Last) (First) (Middle)

500 HUNTSMAN WAY

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

_____ Director _____ 10% Owner
___ X ___ Officer (give title below) _____ Other (specify below)
Division President /

(Street)

SALT LAKE CITY, UT 84108

(City) (State) (Zip)

5. If Amendment, Date Original Filed (MM/DD/YYYY)

7/11/2011

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	40447	D
Common Stock	20590 ⁽¹⁾	I	By Brownie Capital, LLC
Common Stock	20831827 ⁽²⁾	I	By Huntsman Family Holdings Company LLC

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Option (Right to Buy)	⁽³⁾	3/2/2019	Common Stock	42128	$2.59	D
Option (Right to Buy)	⁽⁴⁾	2/23/2020	Common Stock	7511	$13.50	D
Option (Right to Buy)	⁽⁵⁾	2/2/2021	Common Stock	9490	$17.59	D

Explanation of Responses:
( 1)	The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuinary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
( 2)	These shares are owned directly by Huntsman Family Holdings Company LLC and indirectly by other members of Huntsman Family Holdings Company LLC and the reporting person. The reporting person disclaims beneficial ownership of the shares held by Huntsman Family Holdings Company LLC, except to the extent of his pecuinary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
( 3)	This option became exercisable as to 35,715 shares on March 2, 2010, 35,714 shares on March 2, 2011 and becomes exercisable as to the remaining 35,714 shares on March 2, 2012.
( 4)	This option became exercisable as to 2,504 shares on February 23, 2011 and becomes exersisable as to 2,503 shares on February 23, 2012 and 2,504 shares on February 23, 2013.
( 5)	This option provides for vesting in three equal annual installments begining on February 2, 2012.

Remarks:
This Form 3 Amendment is being filed to include a Power of Attorney given by the reporting person, which was inadvertently omitted from the reporting person's original Form 3 filed on July 11, 2011.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Huntsman James H 500 HUNTSMAN WAY SALT LAKE CITY, UT 84108			Division President

Signatures
Sean H. Pettey, by Power of Attorney		7/11/2011
^** 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).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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