297659-10-4

                                (CUSIP NUMBER)                                 

CUSIP NO. 297659 10 4

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (Entities Only)

            Bruce C. Gottwald

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

Yes (a)  ¨

No  (b)  x

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION*

            U.S.

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

  5    SOLE VOTING POWER

                914,260

  6    SHARED VOTING POWER

                18,731

  7    SOLE DISPOSITIVE POWER

                914,260

  8    SHARED DISPOSITIVE POWER

                18,731

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

            932,991

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

43,720 shares held by foundation; an aggregate of 637,220 shares owned by three separate trusts of which each of the Reporting Person’s adult sons and his wife are the co-trustees; and an aggregate of 387,118 shares owned by the Reporting Person’s adult sons (including shares as to which the adult sons have shared dispositive and voting power)

x

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

            5.49%

TYPE OF REPORTING PERSON*

            IN

Item 1

(a)

Name of Issuer:

NEWMARKET CORPORATION

On May 27, 2004, the shareholders of Ethyl Corporation (“Ethyl”) approved an Agreement and Plan of Merger, dated as of March 5, 2004 (the “Merger Agreement”), by and among Ethyl, NewMarket Corporation, a wholly owned subsidiary of Ethyl (the “Issuer”), and Ethyl Merger Sub, Inc., a wholly owned subsidiary of the Issuer (“Merger Sub”), pursuant to which Merger Sub was merged with and into Ethyl (the “Merger”) for the purpose of establishing the Issuer as the parent corporation of Ethyl (the “Holding Company Formation”). The Holding Company Formation was effective on June 18, 2004. As part of the Merger Agreement, each outstanding share of Ethyl common stock, $1.00 par value per share, was automatically converted into one share of NewMarket common stock, no par value per share (“Common Stock”). The Issuer’s Common Stock was registered pursuant to Section 12(b) of the Securities Act of 1934, as amended (the “Exchange Act”), and, pursuant to Rule 12g-3, the Issuer is deemed to be the successor issuer to Ethyl for purposes of filings under Section 13(d) of the Exchange Act.

Item 1

(b)

Address of Issuer’s Principal Executive Offices:

330 South Fourth Street, Richmond, Virginia 23219

Item 2

(a)

Name of Persons Filing:

Bruce C. Gottwald

Item 2

(b)

Address of Principal Business Office or, if None, Residence:

330 South Fourth Street, Richmond, Virginia 23219

Item 2

(c)

Citizenship:

U.S.

Item 2

(d)

Title of Class of Securities:

Common Stock

Item 2

(e)

CUSIP Number:

297659-10-4

Item 3

Item 4

Amount Beneficially Owned*:

976,711

Percent of Class:

5.75%

sole power to vote or to direct the vote -

914,260

shared power to vote or to direct the vote -

62,451 (1)

sole power to dispose of or to direct the disposition of -

914,260

shared power to dispose of or to direct the disposition of -

62,451 (1)

 *      This amount does not include an aggregate of 387,118 (2.28%) shares of Issuer’s common stock, beneficially owned by the adult sons of Bruce C. Gottwald or an aggregate of 637,220 (3.75%) shares of the Issuer’s Common Stock beneficially owned by three separate trusts of which each of the adult sons of Bruce C. Gottwald and his wife are the co-trustees. Bruce C. Gottwald and his adult sons have no agreement with respect to the acquisition, retention, disposition or voting of the Issuer’s Common Stock. The filing of this statement on Schedule 13G shall not be construed as an admission that, for the purposes of Section 13(d) or 13(g) of the Exchange Act, Bruce C. Gottwald is the beneficial owner of 43,720 shares described in Items 4(c)(ii) and (iv). See Item 6 below. The share amounts reported in this Schedule 13G reflect a 1 for 5 reverse stock split effected on July 1, 2002.

(1)    This amount includes 43,720 shares owned by a charitable foundation for which Bruce C. Gottwald serves as one of the directors. Bruce C. Gottwald disclaims any beneficial interest in any shares held in the foundation. This amount does not include shares owned of record by Merrill Lynch Trust Company, as Trustee under the Issuer’s savings plan (the “Plan”) for its employees that are held for the benefit of employees. Shares held under the Plan are voted by the Trustee in accordance with instructions solicited from employees participating in the Plan. If a participating employee does not give the Trustee voting instructions, his shares are voted by the Trustee in accordance with management’s recommendations to the shareholders. Because Bruce C. Gottwald is a director of the Issuer, his son, Thomas E. Gottwald, is the Chief Executive Officer and a director of the Issuer and members of the Gottwald family are the largest shareholders of the Issuer, they may be deemed to be control persons of the Issuer and to have the capacity to control any such recommendation of management.

Item 5

Ownership of Five Percent or Less of a Class:

Not applicable

Item 6

Ownership of More than Five Percent on Behalf of Another Person:

Other persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, 18,731 of the shares described in Items 4(c)(ii) and (iv). However, none of such persons’ individual interest relates to more than five percent of the class of securities for which this statement on Schedule 13G is filed.

Item 7

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company:

Not applicable

Item 8

Identification and Classification of Members of the Group:

Not applicable

Item 9

Notice of Dissolution of Group:

Not applicable

Item 10

Certifications:

Not applicable