SEC FORM 3

SEC Form 3

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

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1. Name and Address of Reporting Person^*

KLEINMAN SCOTT

(Last)

(First)

(Middle)

WEENA 737

(Street)

ROTTERDAM

3013AM

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/13/2010

3. Issuer Name and Ticker or Trading Symbol
LyondellBasell Industries N.V. [ LYB ]

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

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

5. If Amendment, Date of 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

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)
Class A ordinary shares⁽¹⁾	5,541	D

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: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)

Explanation of Responses:

1. Represents restricted stock units that vest in full on June 30, 2013.

Remarks:

Mr. Klienman is associated with Apollo Management, L.P. and Apollo Principal Holdings II, L.P., and their respective affiliated investment managers and advisors, including affiliates that serve as the investment managers of ACLF/Lyondell S.? R.L., ACLF Co-Invest/Lyondell S.? R.L., LeverageSource Holdings Series III (Lux) S.? R.L., LeverageSource XI S.a r.l. and AIE Eurolux S.? R.L. (collectively, the ?Apollo Funds?), which are the record holders of an aggregate of 87,747,161 shares of Class A ordinary shares and 77,151,204 shares of Class B ordinary shares of LyondellBasell Industries N.V. (the ?Issuer?). This report does not include any securities of the Issuer that are owned of record or may be deemed beneficially owned by any of the Apollo Funds, or any of the Apollo investment managers or investment advisors affiliated with the Apollo Funds, and Mr. Kleinman disclaims beneficial ownership of all such securities. This report shall not be deemed an admission that Mr. Kleinman is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Exhibit 24 - Power of Attorney

	Amanda K. Maki, attorney-in-fact	10/13/2010
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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