0001140361-10-017381 3 2 20100422 20100423 20100423 Oberle Mark 0001489855 3 34 001-32410 10767372 1601 W LBJ FREEWAY DALLAS TX 75234 Celanese CORP 0001306830 2820 980420726 DE 1231 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 3 1 doc1.xml FORM 3 FORM 3 OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION OMB Number: Washington, D.C. 20549 3235-0104 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF Estimated SECURITIES average burden hours per response... 0.5 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 1. Name and Address of Reporting 2. Date of Event 3. Issuer Name and Ticker or Trading Person * Requiring Symbol Oberle Mark Statement Celanese CORP [CE] (MM/DD/YYYY) 4/22/2010 (Last) (First) (Middle) 4. Relationship of Reporting Person(s) to Issuer (Check 1601 W LBJ FREEWAY all applicable) _____ Director _____ 10% Owner ___X___ Officer (give title below) _____ Other (specify below) SVP, Corporate Affairs / (Street) 5. If Amendment, 6. Individual or Joint/Group DALLAS, TX 75234 Date Original Filing(Check Applicable Line) (City) (State) (Zip) Filed(MM/DD/YYYY) _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 2. Amount of 3. 4. Nature of Indirect (Instr. 4) Securities Ownership Beneficial Ownership Beneficially Form: (Instr. 5) Owned Direct (Instr. 4) (D) or Indirect (I) (Instr. 5) Series A Common Stock 6519 D Restricted Stock Unit (1) 5000 D Series A Common Stock 548.28 I by 401(k) Plan Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) 1. Title of Derivate 2. Date Exercisable 3. Title and 4. 5. 6. Nature of Security and Expiration Date Amount of Conversion Ownership Indirect (Instr. 4) (MM/DD/YYYY) Securities or Form of Beneficial Underlying Exercise Derivative Ownership Derivative Price of Security: (Instr. 5) Security Derivative Direct (D) (Instr. 4) Security or Indirect (I) Date Expiration Title Amount (Instr. 5) Exercisable Date or Number of Shares Non-Qualified Stock Series A Option (Right to Buy) (2) 4/5/2015 Common 25000 $15.16 D Stock Non-Qualified Stock Series A Option (Right to Buy) (3) 4/15/2015 Common 4800 $15.16 D Stock Non-Qualified Stock Series A Option (Right to Buy) (4) 5/16/2016 Common 6600 $21.02 D Stock Explanation of Responses: (1) Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Series A Common Stock. The RSUs will vest, subject to continued employment, with respect to 1,500 shares on October 1, 2010, 1,500 shares on October 1, 2011, and 2,000 shares on October 1, 2012. (2) Granted pursuant to the Company's 2004 Stock Incentive Plan. The options vested with respect to 20% of the options on each of December 31, 2005, December 31, 2006, December 31, 2007, December 31, 2008 and March 31, 2009. (3) Granted pursuant to the Company's 2004 Stock Incentive Plan. The options vested with respect to 15% of the options on December 31, 2005, 30% of the options on December 31, 2006, 30% of the options on December 31, 2007, and 25% of the options on December 31, 2008. (4) Granted pursuant to the Company's 2004 Stock Incentive Plan. The options vested with respect to 25% of the options on each of January 1, 2008, January 1, 2009, and January 1, 2010 and will vest, subject to continued employment, with respect to 25% of the options on January 1, 2011. Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Oberle Mark 1601 W LBJ FREEWAY SVP, Corporate Affairs DALLAS, TX 75234 Signatures Alexander M Ludlow, Attorney-in-fact for Mark Oberle 4/23/2010 ** 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. 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. EX-24 2 poa1.htm POWER OF ATTORNEY LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Gjon N. Nivica, Jr., James R. Peacock III and Alexander M Ludlow, or any of them signing singly as the undersigned's true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to: (1) prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission ("SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rules or regulations of the SEC; (2) prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5 (including any amendments thereto) with respect to the securities of Celanese Corporation, a Delaware corporation (the "Company"), with the United States Securities and Exchange Commission and any national securities exchanges, as considered necessary or advisable under Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"); (3) seek or obtain, as the undersigned's representative and on the undersigned's behalf, information on transactions in Celanese's securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and (4) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing. The undersigned acknowledges that: (1) this Power of Attorney authorizes, but does not require, such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information; (2) any documents prepared and/or executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable; (3) neither Celanese nor such attorneys-in-fact assumes (i) any liability for the undersigned's responsibility to comply with the requirement of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act; and (4) this Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned's obligations under the Exchange Act, including without limitation the reporting requirements under Section 16 of the Exchange Act. The undersigned hereby gives and grants the foregoing attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that such attorney-in-fact of, for and on behalf of the undersigned, will lawfully do or cause to be done by virtue of this Power of Attorney. This Power of Attorney will remain in full force and effect until revoked by the undersigned in a signed writing delivered to such attorney-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date set forth below. Signature: /s/ Mark Oberle Name: Mark Oberle Dated: 04/19/10 Witness: Signature: /s/ Yolanda D. Haley Name: Yolanda D. Haley Dated: 04/19/10