0001181431-08-009724 4 1 20080208 20080212 20080212 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 Townsend Jay 0001314817 4 34 001-32410 08600436 972-443-4000 1601 W. LBJ FREEWAY DALLAS TX 75234 4 1 rrd194636.xml FORM 4 FORM 4 OMB APPROVAL [ ] Check this OMB Number: box if no longer UNITED STATES SECURITIES AND EXCHANGE COMMISSION 3235-0287 subject to Washington, D.C. 20549 Estimated Section 16. Form STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF average burden 4 or Form 5 SECURITIES hours per obligations may response... 0.5 continue. See Instruction 1(b). 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. Issuer Name and Ticker 5. Relationship of Person * or Trading Symbol Reporting Person(s) to Townsend Jay Celanese CORP [ CE ] Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title (Last) (First) (Middle) 3. Date of Earliest below) _____ Other C/O CELANESE CORPORATION, 1601 Transaction (MM/DD/YYYY) (specify below) WEST LBJ FREEWAY 2/8/2008 Sr. VP, Corporate Dev. (Street) 4. If Amendment, Date 6. Individual or DALLAS, TX 75234 Original Filed Joint/Group Filing (Check (City) (State) (Zip) (MM/DD/YYYY) Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security 2. Trans. Date 2A. 3. Trans. 4. Securities 5. Amount of 6. Ownership 7. Nature of (Instr. 3) Deemed Code Acquired (A) or Securities Form: Direct Indirect Execution (Instr. 8) Disposed of (D) Beneficially (D) or Beneficial Date, if (Instr. 3, 4 and Owned Indirect (I) Ownership any 5) Following (Instr. 4) (Instr. 4) Reported Transaction(s) (Instr. 3 and (A) 4) or Code V Amount (D) Price Series A Common Stock 2/8/2008 M 40000 A $16.00 125490 D Series A Common Stock 2/8/2008 S 200 D $37.71 125290 D Series A Common Stock 2/8/2008 S 700 D $37.72 124590 D Series A Common Stock 2/8/2008 S 600 D $37.73 123990 D Series A Common Stock 2/8/2008 S 100 D $37.75 123890 D Series A Common Stock 2/8/2008 S 200 D $37.76 123690 D Series A Common Stock 2/8/2008 S 200 D $37.77 123490 D Series A Common Stock 2/8/2008 S 1500 D $37.80 121990 D Series A Common Stock 2/8/2008 S 400 D $37.81 121590 D Series A Common Stock 2/8/2008 S 400 D $37.82 121190 D Series A Common Stock 2/8/2008 S 200 D $37.88 120990 D Series A Common Stock 2/8/2008 S 300 D $37.91 120690 D Series A Common Stock 2/8/2008 S 200 D $37.92 120490 D Series A Common Stock 2/8/2008 S 100 D $37.96 120390 D Series A Common Stock 2/8/2008 S 200 D $37.97 120190 D Series A Common Stock 2/8/2008 S 200 D $37.98 119990 D Series A Common Stock 2/8/2008 S 600 D $37.99 119390 D Series A Common Stock 2/8/2008 S 500 D $38.01 118890 D Series A Common Stock 2/8/2008 S 100 D $38.04 118790 D Series A Common Stock 2/8/2008 S 200 D $38.06 118590 D Series A Common Stock 2/8/2008 S 1100 D $38.07 117490 D Series A Common Stock 2/8/2008 S 200 D $38.08 117290 D Series A Common Stock 2/8/2008 S 1200 D $38.11 116090 D Series A Common Stock 2/8/2008 S 600 D $38.14 115490 D Series A Common Stock 2/8/2008 S 1500 D $38.15 113990 D Series A Common Stock 2/8/2008 S 600 D $38.20 113390 D Series A Common Stock 2/8/2008 S 1100 D $38.32 112290 D Series A Common Stock 2/8/2008 S 300 D $38.34 111990 D Series A Common Stock 2/8/2008 S 100 D $38.35 111890 D Series A Common Stock 2/8/2008 S 300 D $38.36 111590 D Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) 1. Title of 2. 3. Trans. Date 3A. 4. Trans. 5. Number of 6. Date Exercisable 7. Title and Amount of 8. Price 9. Number of 10. 11. Nature Derivate Conversion Deemed Code Derivative and Expiration Date Securities Underlying of derivative Ownership of Security or Execution (Instr. 8) Securities Derivative Security Derivative Securities Form of Indirect (Instr. 3) Exercise Date, if Acquired (A) or (Instr. 3 and 4) Security Beneficially Derivative Beneficial Price of any Disposed of (D) (Instr. 5) Owned Security: Ownership Derivative (Instr. 3, 4 and Following Direct (D) (Instr. 4) Security 5) Reported or Transaction(s) Indirect Date Expiration Amount or (Instr. 4) (I) Exercisable Date Title Number of (Instr. 4) Code V (A) (D) Shares Non-Qualified Series A Stock Option $16.00 2/8/2008 M 40000 (1) 1/21/2013 Common 40000 $0 2653 D (right to buy) Stock Explanation of Responses: (1) The options vested with respect to 15% of the Option Shares on January 21, 2005; with respect to 20% on each of December 31, 2005; December 31, 2006 and December 31, 2007; and subject to continued employment will continue to vest at 20% on December 31, 2008, and with respect to the remaining 5% on March 31, 2009. Remarks: The sale transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person. This is Part One of a Form 4 filed by the reporting person. The Form 4 was filed in three parts due to the restrictions in the electronic filing process. Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Townsend Jay C/O CELANESE CORPORATION Sr. VP, Corporate Dev. 1601 WEST LBJ FREEWAY DALLAS, TX 75234 Signatures /s/ Robert L. Villasenor, Attorney-in-Fact for Jay Townsend 2/12/2008 ** 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 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). 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.