0000070858-10-000084 SC 13G/A 1 20100201 20100201 Celanese CORP 0001306830 2820 980420726 DE 1231 SC 13G/A 34 005-80386 10564295 1601 W. LBJ FREEWAY DALLAS TX 75234 972-443-4000 1601 W. LBJ FREEWAY DALLAS TX 75234 Blackstone Crystal Holdings Capital Partners (Cayman) IV Ltd. 20041022 BANK OF AMERICA CORP /DE/ 0000070858 6021 560906609 DE 1231 SC 13G/A BANK OF AMERICA CORPORATE CENTER 100 N TRYON ST CHARLOTTE NC 28255 7043868486 BANK OF AMERICA CORPORATE CENTER 100 N TRYON ST CHARLOTTE NC 28255 BANKAMERICA CORP/DE/ 19981022 NATIONSBANK CORP 19920703 NCNB CORP 19920107 SC 13G/A 1 celanese.htm CELANESE CORP 13GA2 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ____________________ SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.2)* celanese corp ___________________________________________________________ (Name of Issuer) COMMON STOCK ___________________________________________________________ (Title of Class of Securities) 150870103 ______________________________ (CUSIP Number) December 31, 2009 ___________________________________________________________ (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is filed: [X] Rule 13d – 1(b) [ ] Rule 13d – 1(c) [ ] Rule 13d – 1(d) * The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes.) -------------------------------------------------------------------------------- CUSIP No 150870103 13G Page 2 of 15 Pages 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY): Bank of America Corporation 56-0906609 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES 5 SOLE VOTING POWER 0 BENEFICIALLY OWNED BY 6 SHARED VOTING POWER 9,017,098 EACH REPORTING PERSON 7 SOLE DISPOSITIVE POWER 0 WITH 8 SHARED DISPOSITIVE POWER 9,278,583 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9,278,583 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.5% 12 TYPE OF REPORTING PERSON (See Instructions) HC -------------------------------------------------------------------------------- CUSIP No 150870103 13G Page 3 of 15 Pages 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY): Bank of America, NA 94-1687665 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF SHARES 5 SOLE VOTING POWER 1,047,652 BENEFICIALLY OWNED BY 6 SHARED VOTING POWER 7,609,738 EACH REPORTING PERSON 7 SOLE DISPOSITIVE POWER 1,031,937 WITH 8 SHARED DISPOSITIVE POWER 7,886,658 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,918,595 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.2% 12 TYPE OF REPORTING PERSON (See Instructions) BK -------------------------------------------------------------------------------- CUSIP No 150870103 13G Page 4 of 15 Pages 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY): Columbia Management Advisors, LLC 94-1687665 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES 5 SOLE VOTING POWER 7,470,106 BENEFICIALLY OWNED BY 6 SHARED VOTING POWER 3,980 EACH REPORTING PERSON 7 SOLE DISPOSITIVE POWER 7,267,029 WITH 8 SHARED DISPOSITIVE POWER 420,863 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7,687,892 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.4% 12 TYPE OF REPORTING PERSON (See Instructions) IA -------------------------------------------------------------------------------- CUSIP No 150870103 13G Page 5 of 15 Pages 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY): Banc of America Investment Advisors, Inc. 56-2058405 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES 5 SOLE VOTING POWER 0 BENEFICIALLY OWNED BY 6 SHARED VOTING POWER 42,645 EACH REPORTING PERSON 7 SOLE DISPOSITIVE POWER 0 WITH 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 42,645 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.0% 12 TYPE OF REPORTING PERSON (See Instructions) IA -------------------------------------------------------------------------------- CUSIP No 150870103 13G Page 6 of 15 Pages 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY): U.S. Trust Company of Delaware 51-0392585 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES 5 SOLE VOTING POWER 6,860 BENEFICIALLY OWNED BY EACH 6 SHARED VOTING POWER 375 REPORTING PERSON WITH 7 SOLE DISPOSITIVE POWER 7,060 8 SHARED DISPOSITIVE POWER 175 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7,235 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.0% 12 TYPE OF REPORTING PERSON (See Instructions) CO -------------------------------------------------------------------------------- CUSIP No 150870103 13G Page 7 of 15 Pages 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY): Merrill Lynch, Pierce, Fenner & Smith, Inc. 13-5674085 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES 5 SOLE VOTING POWER 359,708 BENEFICIALLY OWNED BY 6 SHARED VOTING POWER 0 EACH REPORTING PERSON 7 SOLE DISPOSITIVE POWER 359,708 WITH 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 359,708 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.3% 12 TYPE OF REPORTING PERSON (See Instructions) BD, IA -------------------------------------------------------------------------------- CUSIP No 13G Page 8 of 15 Pages 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY): Merrill Lynch Bank Suisse, S.A. 22-3179746 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Switzerland NUMBER OF SHARES BENEFICIALLY 5 SOLE VOTING POWER 0 OWNED BY EACH REPORTING 6 SHARED VOTING POWER 0 PERSON WITH 7 SOLE DISPOSITIVE POWER 0 8 SHARED DISPOSITIVE POWER 280 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 280 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.0% 12 TYPE OF REPORTING PERSON (See Instructions) BK -------------------------------------------------------------------------------- Item 1(a). Name of Issuer: Celanese Corp Item 1(b). Address of Issuer’s Principal Executive Offices: 1601 W. LBJ Freeway Dallas, TX 75234 Item 2(a). Name of Person Filing: Bank of America Corporation Bank of America, NA Columbia Management Advisors, LLC Banc of America Investment Advisors, Inc. U.S. Trust Company of Delaware Merrill Lynch, Pierce, Fenner & Smith, Inc. Merrill Lynch Bank Suisse, S.A Item 2(b). Address of Principal Business Office or, if None, Residence: Bank of America Corporation has its principal business office at 100 North Tryon Street, Floor 25, Bank of America Corporate Center, Charlotte, NC 28255. Item 2(c). Citizenship: Bank of America Corporation Delaware Bank of America, NA United States Columbia Management Advisors, LLC Delaware Banc of America Investment Advisors, Inc. Delaware U.S. Trust Company of Delaware Delaware Merrill Lynch, Pierce, Fenner & Smith, Inc. Delaware Merrill Lynch Bank Suisse, S.A Switzerland Item 2(d). Title of Class of Securities: Common Stock Item 2(e). CUSIP Number: 150870103 Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: (a) [ ] Broker or dealer registered under Section 15 of the Exchange Act. (b) [ ] Bank as defined in Section 3(a)(6) of the Exchange Act. (c) [ ] Insurance company as defined in Section 3(a)(19) of the Exchange Act. (d) [ ] Investment company registered under Section 8 of the Investment Company Act. (e) [ ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E). (f) [ ] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F). (g) [X] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G). (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. (i) [ ] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act. (j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J). If this statement is filed pursuant to Rule 13d-1(c), check this box. [ ] Item 4. Ownership: With respect to the beneficial ownership of the reporting person, see Items 5 through 11 of the cover pages to this Schedule 13G, which are incorporated herein by reference. Item 5. Ownership of 5 Percent or Less of a Class: If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ]. Item 6. Ownership or More than Five Percent on Behalf of Another Person: Not Applicable. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person: With respect to the beneficial ownership of the reporting person, see Items 5 through 11 of the cover pages to this Schedule 13G, which are incorporated herein by reference. Item 8. Identification and Classification of Members of the Group: Not Applicable. Item 9. Notice of Dissolution of Group: Not Applicable. -------------------------------------------------------------------------------- Item 10. Certification: By signing below each of the undersigned certifies that, to the best of such undersigned’s knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 1, 2010 Bank of America Corporation Bank of America, N.A. U.S. Trust Company of Delaware By: /s/ Angelina L. Richardson _____________________ Angelina L. Richardson Vice President Columbia Management Advisors, LLC By: /s/ Robert McConnaughey _____________________ Robert McConnaughey Managing Director Banc of America Investment Advisors, Inc. By: /s/ Jeffrey Cullen __________________ Jeffrey Cullen Vice President Merrill Lynch, Pierce, Fenner & Smith, Inc. By: /s/ Robert Shine _____________________ Robert Shine Attorney-In-Fact Merrill Lynch Bank Suisse, S.A. By: /s/ Michael Hold / Richard Greenwood ______________________________ Michael Hold / Richard Greenwood Director / Chief Financial Officer -------------------------------------------------------------------------------- Exhibit 99.1 EXHIBIT 99.1 - JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. In accordance with Rule 13d-1(k)(1) promulgated under the Securities and Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with each other on behalf of each of them of to such a statement on Schedule 13G with respect to the common stock of beneficially owned by each of them. This Joint Filing Agreement shall be included as an exhibit to such Schedule 13G. Dated: February 1, 2010 Bank of America Corporation Bank of America, N.A. U.S. Trust Company of Delaware By: /s/ Angelina L. Richardson _____________________ Angelina L. Richardson Vice President Columbia Management Advisors, LLC By: /s/ Robert McConnaughey _____________________ Robert McConnaughey Managing Director Banc of America Investment Advisors, Inc. By: /s/ Jeffrey Cullen __________________ Jeffrey Cullen Vice President Merrill Lynch, Pierce, Fenner & Smith, Inc. By: /s/ Robert Shine _____________________ Robert Shine Attorney-In-Fact Merrill Lynch Bank Suisse, S.A. By: /s/ Michael Hold / Richard Greenwood ______________________________ Michael Hold / Richard Greenwood Director / Chief Financial Officer