Ownership Submission
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

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
HAMBRICK JAMES L
  2. Issuer Name and Ticker or Trading Symbol
LUBRIZOL Corp [LZ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman, President and CEO
(Last)
(First)
(Middle)
C/O THE LUBRIZOL CORPORATION, 29400 LAKELAND BOULEVARD
3. Date of Earliest Transaction (Month/Day/Year)
05/27/2011
(Street)

WICKLIFFE, OH 44092
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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
Common Shares 05/27/2011   G V 48,962 D $ 0 293,629 D  
Common Shares 09/15/2011   I   17,673 D $ 134.99 0 I By 401(k) Plan
Common Shares 09/15/2011   I   142,854 D $ 134.99 152,187 D  
Common Shares 09/16/2011   D   152,187 (1) D $ 135 0 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(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
Nonqualified Stock Option (Right to Buy) $ 109.35 09/16/2011   D     36,100   (2) 02/22/2021 Common Shares 36,100 $ 25.65 0 D  
Nonqualified Stock Option (Right to Buy) $ 78.18 09/16/2011   D     43,200   (3) 02/22/2020 Common Shares 43,200 $ 56.82 0 D  
Nonqualified Stock Option (Right to Buy) $ 27.77 09/16/2011   D     204,800   (4) 02/23/2019 Common Shares 204,800 $ 107.23 0 D  
Nonqualified Stock Option (Right to Buy) $ 58.45 09/16/2011   D     119,900   (5) 02/19/2018 Common Shares 119,900 $ 76.55 0 D  
Nonqualified Stock Option (Right to Buy) $ 53.07 09/16/2011   D     102,300   (6) 02/20/2017 Common Shares 102,300 $ 81.93 0 D  
Nonqualified Stock Option (Right to Buy) $ 43.065 09/16/2011   D     143,700   (7) 12/12/2015 Common Shares 143,700 $ 91.935 0 D  
Nonqualified Stock Option (Right to Buy) $ 39.44 09/16/2011   D     163,900   (8) 04/25/2015 Common Shares 163,900 $ 95.56 0 D  
Nonqualified Stock Option (Right to Buy) $ 34.075 09/16/2011   D     16,500   (9) 03/25/2012 Common Shares 16,500 $ 100.925 0 D  
Phantom Shares (10) 09/16/2011   D     12,666   (10)   (10) Common Shares 12,666 $ 135 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
HAMBRICK JAMES L
C/O THE LUBRIZOL CORPORATION
29400 LAKELAND BOULEVARD
WICKLIFFE, OH 44092
  X     Chairman, President and CEO  

Signatures

 /s/ Benita R. Burton for James L. Hambrick   09/19/2011
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The amount of securities beneficially owned includes deferred share units held in one or more deferred compensation plans of the issuer, which are payable in common shares, and common shares acquired pursuant to dividend reinvestment, exempt under Rule 16a-11.
(2) This option granted on February 22, 2011, which vests in three installments of 50% one year after grant, 25% two years after grant and 25% three years after grant, was cancelled in the merger in exchange for the cash payment per share indicated in column 8, which represents the difference between the exercise price of the option and the merger consideration of $135 per share.
(3) This option granted on February 22, 2010, which vests in three installments of 50% one year after grant, 25% two years after grant and 25% three years after grant, was cancelled in the merger in exchange for the cash payment per share indicated in column 8, which represents the difference between the exercise price of the option and the merger consideration of $135 per share.
(4) This option granted on February 23, 2009, which vests in three installments of 50% one year after grant, 25% two years after grant and 25% three years after grant, was cancelled in the merger in exchange for the cash payment per share indicated in column 8, which represents the difference between the exercise price of the option and the merger consideration of $135 per share.
(5) This option granted on February 19, 2008, which vested in three installments of 50% one year after grant, 25% two years after grant and 25% three years after grant, was cancelled in the merger in exchange for the cash payment per share indicated in column 8, which represents the difference between the exercise price of the option and the merger consideration of $135 per share.
(6) This option granted on February 20, 2007, which vested in three installments of 50% one year after grant, 25% two years after grant and 25% three years after grant, was cancelled in the merger in exchange for the cash payment per share indicated in column 8, which represents the difference between the exercise price of the option and the merger consideration of $135 per share.
(7) This option granted on December 12, 2005, which vested in three installments of 50% one year after grant, 25% two years after grant and 25% three years after grant, was cancelled in the merger in exchange for the cash payment per share indicated in column 8, which represents the difference between the exercise price of the option and the merger consideration of $135 per share.
(8) This option granted on April 25, 2005, which vested in three installments of 50% one year after grant, 25% two years after grant and 25% three years after grant, was cancelled in the merger in exchange for the cash payment per share indicated in column 8, which represents the difference between the exercise price of the option and the merger consideration of $135 per share.
(9) This option granted on March 25, 2002, which vested in three installments of 50% one year after grant, 25% two years after grant and 25% three years after grant, was cancelled in the merger in exchange for the cash payment per share indicated in column 8, which represents the difference between the exercise price of the option and the merger consideration of $135 per share.
(10) Phantom shares were acquired in deferred compensation plans and are payable in cash on a one-for-one basis after the third anniversary of the deferral of compensation for a participation year. The phantom shares were cancelled in the merger in exchange for the cash payment indicated in column 8.

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