1. Name and Address of Reporting Person
Wesson, Bruce F.
c/o Galen Associates
610 Fifth Avenue - 5th Floor
New York, NY 10020
USA
2. Issuer Name and Ticker or Trading Symbol
Crompton Corporation
3. IRS or Social Security Number of Reporting Person (Voluntary)
4. Statement for Month/Day/Year
01/21/2003
5. If Amendment, Date of Original (Month/Day/Year)
6. Relationship of Reporting Person(s) to Issuer (Check all applicable)
(X) Director ( ) 10% Owner
( ) Officer (give title below) ( ) Other (specify below)
7. 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 |2. Trans- |2A.Execu- |3. Trans-|4. Securities Acquired (A)|5. Amount of |6. Owner- |7. Nature |
| | action | action | action| or Disposed of (D) |Securities | ship | of In- |
| | Date | Date | Code | |Beneficially | Form: | direct |
| | | | | |Owned | Direct | Bene- |
| | (Month/ | (Month/ | | |Following | (D) or | ficial |
| | Day/ | Day/ +-----+---+-----------+---+----------+Reported | Indirect| Owner- |
| | Year) | Year) |Code |V |Amount |A/D|Price |Transaction(s)| (I) | ship |
+------------------------------+----------+----------+-----+---+-----------+---+----------+--------------+-----------+------------+
Common Stock 3235 D
Common Stock 01/21/2003 J 5411 A $6.3750 32296 I DIR/RABBI
TRUST
TABLE II -- Derivative Securities Acquired, Disposed of, or Beneficially Owned
+----------+--------+-------+-------+---------+-----------+---------------------+----------------+----------+-------+-------+------+
|1. |2. |3. |3A. |4. |5. |6. |7. |8. |9. |10. |11. |
| | | | | | | | | |Number |Owner- | |
| | | | | | | | | |of |ship | |
| | | | | | | | | |Deriv- |Form of| |
| | | | | | | |Title and Amount| |ative |Deriv- | |
| | | | | | | |of Underlying | |Secur- |ative |Nature|
| |Conver- |Trans- |Execu- | |Number of | |Securities | |ities |Secur- |of |
| |sion or |action |tion | |Derivative |Date Exercisable +-------+--------+ |Benefi-|ity: |In- |
| |Exercise|Date |Date | |Securities |and Expiration Date | |Amount | |cially |Direct |direct|
| |Price of| | |Transac- |Acquired(A)|(Month/Day/Year) | |or | |Owned |(D) or |Bene- |
|Title of |Deriv- |(Month/|(Month/|tion Code|Disposed(D)+----------+----------+ |Number |Price of | |In- |ficial|
|Derivative|ative | Day/ | Day/ +------+--+-----+-----+Date Exer-|Expira- | |of |Derivative| |direct |Owner-|
|Security |Security|Year) |Year) |Code |V |(A) |(D) |cisable |tion Date |Title |Shares |Security | |(I) |ship |
+----------+--------+-------+-------+------+--+-----+-----+----------+----------+-------+--------+----------+-------+-------+------+
NQ Stock $6.38 01/21/2 J 8229 01/21/2004 02/20/2013 Common 8229 $0.0000 8229 D
Option 003 Stock
(Right to
Buy)
NQ Stock $7.25 11/21/2012 Common 9655 D
Option Stock
(Right to
Buy)
NQ Stock $7.92 11/22/2011 Common 8838 D
Option Stock
(Right to
Buy)
NQ Stock $8.1562 11/30/2010 Common 7500 D
Option Stock
(Right to
Buy)
NQ Stock $8.343 10/19/2009 Common 7500 D
Option Stock
(Right to
Buy)
NQ Stock $8.343 11/19/2009 Common 25000 D
Option Stock
(Right to
Buy)
Explanation of Responses:
These shares were acquired pursuant to the Crompton Corporation Directors'
Deferred Compensation Plan and pursuant to the elections in the Deferral
Agreement of the Reporting Person, wherein the individual received shares of the
Registrant's common stock in lieu of cash compensation for services as a member
of the Board of Directors.
Options will vest as follows: 8,229 on 1/21/04. The reporting person received
options to purchase shares of the Registrant's Common Stock in lieu of cash
compensation for services as a member of the Board of Directors.
SIGNATURE OF REPORTING PERSON
/s/ Bruce F. Wesson
DATE
01/23/2003