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
                                                                                  
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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 Person *

HAIN J TRAVIS 		2. Issuer Name and Ticker or Trading Symbol

Celanese CORP [ CE ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

3. Date of Earliest Transaction (MM/DD/YYYY)

11/17/2005
(Street)

 
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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
Series A Common Stock   11/17/2005     S    887574   D $17.1   7017595   (1) (2) I   see footnote   (3)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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

Explanation of Responses:
(1)  Pursuant to that Third Amended and Restated Shareholders' Agreement, dated as of 10/31/05, as amended by Amendment #1, by and among Celanese Corporation, Blackstone Capital Partners (Cayman) Ltd. 1 ("BCP 1"), Blackstone Capital Partners (Cayman) Ltd. 2 ("BCP 2") and Blackstone Capital Partners (Cayman) Ltd. 3 ("BCP 3" and, together with BCP 1 and BCP 2, the "Blackstone Entities") and BA Capital Investors Sidecar Fund, L.P. ("BACI"), BACI has granted BCP 1 (or one or more of its affiliates) a proxy (the "Proxy") to vote the shares of Series A Common Stock held by BACI with respect to all matters to be acted upon by the stockholders of Celanese Corporation at any time during the term of such Shareholders Agreement or until such time as the Blackstone entities and BACI together own less than 50% of the outstanding shares of Series A Common Stock or the Proxy is otherwise terminated.
(2)  BACI and the Blackstone entities and certain of their affiliates may be considered to have acted or to be acting in concert with respect to the common stock and, consequently, BACI and the Blackstone Entities and certain of their affiliates may be deemed to constitute a "group" for purposes of Section 13(D) of the Exchange Act. BACI disclaims membership in any such "group" with the Blackstone Entities and certain of their affiliates. Including the shares of common stock held by the Blackstone Entities, BACI's aggregate beneficial ownership would be 94,908,661 shares of Series A Common Stock. BACI disclaims such beneficial ownership.
(3)  BA CAPITAL INVESTORS SIDECAR FUND, L.P. ("BACI") OWNS THE SECURITIES REPORTED AS BENEFICIALLY OWNED ON THIS FORM 4. AS A DIRECTOR OF BACM I SIDECAR GP LIMITED, THE GENERAL PARTNER OF BA CAPITAL MANAGEMENT SIDECAR, L.P., WHICH IS THE GENERAL PARTNER OF BACI, MR. HAIN CONTROLS BACI. MR. HAIN DISCLAIMS BENEFICIAL OWNERSHIP OF THE REPORTED SHARES EXCEPT TO THE EXTENT OF HIS PECUNIARY INTEREST THEREIN.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
HAIN J TRAVIS

 
X


Signatures
/s/ J. Travis Hain 11/21/2005
** 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).
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