Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:

3235-0104

Estimated average burden hours per response...

0.5

(Print or Type Responses)

1. Name and Address of Reporting Person ^*

MATLINPATTERSON LLC

2. Date of Event Requiring Statement (Month/Day/Year)
02/16/2005

3. Issuer Name and Ticker or Trading Symbol
Huntsman CORP [HUN]

(Last)

(First)

(Middle)

520 MADISON AVENUE

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

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

NEW YORK, NY 10022

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

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	143,869,797 ⁽¹⁾	I	By HMP Equity Trust ⁽¹⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
	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.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
MATLINPATTERSON LLC 520 MADISON AVENUE NEW YORK, NY 10022		X
MATLINPATTERSON ASSET MANAGEMENT LLC 520 MADISON AVENUE NEW YORK, NY 10022		X
MATLINPATTERSON GLOBAL OPPORTUNITIES PARTNERS LP 520 MADISON AVENUE NEW YORK, NY 10022		X
MATLINPATTERSON GLOBAL OPPORTUNITIES PARTNERS B LP 520 MADISON AVENUE NEW YORK, NY 10022		X
MATLINPATTERSON GLOBAL OPPORTUNITIES PARTNERS BERMUDA LP 520 MADISON AVENUE NEW YORK, NY 10022		X
MATLINPATTERSON GLOBAL PARTNERS LLC 520 MADISON AVENUE NEW YORK, NY 10022		X
MATLINPATTERSON GLOBAL ADVISERS LLC 520 MADISON AVENUE NEW YORK, NY 10022		X
PATTERSON MARK R 520 MADISON AVENUE NEW YORK, NY 10022		X
MATLIN DAVID J 520 MADISON AVENUE NEW YORK, NY 10022	X	X

Signatures

Mark R. Patterson, as Member for MatlinPatterson LLC		02/18/2005
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	See Below
Remarks: MatlinPatterson Global Opportunities Partners L.P., MatlinPatterson Global Opportunities Partners B, L..P.and MatlinPatterson Global Opportunities Partners (Bermuda) L.P. (collectively, the "Partnerships") are beneficiaries of HMP Equity Trust. MatlinPatterson Global Partners LLC ("Matlin Global Partners") is the general partner of each of the Partnerships. MatlinPatterson Global Advisers LLC ("Matlin Advisers") is the investment advisor to each of the Partnerships. MatlinPatterson Asset Management LLC ("Matlin Asset Management") is the managing member of Matlin Global Partners and Matlin Advisers. MatlinPatterson LLC ("MatlinPatterson") is the managing member of Matlin Asset Management. David J. Matlin, a director of the Issuer, and Mark R. Patterson each own 50% of the membership interests of MatlinPatterson. The Partnerships have dispositive power over certain shares held by HMP Equity Trust. Each of the reporting persons disclaims beneficial ownership of the shares held by HMP Equity Trust except to the extent of its pecuniary 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.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.