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 * SHONE RICHARD TUDOR   2. Issuer Name and Ticker or Trading Symbol INNOSPEC INC. [IOSP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) VP Safety, Health & Env. (Last) (First) (Middle) INNOSPEC MANUFACTURING PARK, OIL SITES ROAD, ELLESMERE PORT 3. Date of Earliest Transaction (Month/Day/Year) 05/22/2007 (Street) CHESHIRE CH65 4EY 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 Stock 05/22/2007 05/22/2007 M   339 (1) A $ 0 5,770 D   Common Stock 05/22/2007 05/22/2007 M   423 (2) A $ 0 6,193 D

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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

Options

$ 0

05/22/2007

05/22/2007

M

575

02/20/2005

02/20/2012

Common Stock

575

$ 0

12,656

D

Options

$ 0

05/22/2007

05/22/2007

M

718

03/02/2004

03/02/2011

Common Stock

718

$ 0

11,938

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
SHONE RICHARD TUDOR INNOSPEC MANUFACTURING PARK OIL SITES ROAD, ELLESMERE PORT CHESHIRE CH65 4EY			VP Safety, Health & Env.

Signatures

joanne.bannister@innospecinc.com		05/22/2007
**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)	Pursuant to Clause 12 of the Rules of the Innospec Inc Performance Related Stock Option Plan a cash payment is being made to Mr. Shone in lieu of the transfer of the remaining 236 shares to enable him to pay UK withholdiing tax obligations in respect of the exercise of option.
(2)	Pursuant to Clause 12 of the Rules of the Innospec Inc Performance Related Stock Option Plan a cash payment is being made to Mr. Shone in lieu of the transfer of the remaining 295 shares to enable him to pay UK withholding tax obligations in respect of the exercise of option

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