X0303 4 2010-12-07 0 0001489393 LyondellBasell Industries N.V. (LYB) 0001428903 ARES CORPORATE OPPORTUNITIES FUND III LP 2000 AVENUE OF THE STARS 12TH FLOOR LOS ANGELES CA 90067 1 0 0 0 0001462608 ACOF Operating Manager III LLC 2000 AVENUE OF THE STARS 12TH FLOOR LOS ANGELES CA 90067 1 0 0 0 0001259313 ARES MANAGEMENT LLC 2000 AVENUE OF THE STARS 12TH FLOOR LOS ANGELES CA 90067 1 0 0 0 0001259042 ARES PARTNERS MANAGEMENT CO LLC 2000 AVENUE OF THE STARS 12TH FLOOR LOS ANGELES CA 90067 1 0 0 0 Class A Ordinary Shares 2010-12-07 4 C 0 16904384 A 16904384 D Class A Ordinary Shares 2010-12-07 4 C 0 2795375 A 19840655 I See Footnotes Class A Ordinary Shares 2010-12-07 4 S 0 1164946 31.35 D 18675709 I See Footnotes Class B Ordinary Shares 2010-12-07 4 C 0 16904384 D Class A Ordinary Shares 16904384 0 D Class B Ordinary Shares 2010-12-07 4 C 0 2795375 D Class A Ordinary Shares 2795375 0 I See Footnotes This Form 4 is filed jointly by Ares Corporate Opportunities Fund III, L.P. ("ACOF III"), ACOF Operating Manager III, LLC ("ACOF Operating Manager III"), Ares Management LLC ("Ares Management") and Ares Partners Management Company LLC ("APMC" and, together with ACOF III, ACOF Operating Manager III and Ares Management, the "Ares Entities") in respect of securities held and sold by funds affiliated with, and under the management of, Ares Management (the "Ares Funds"). The manager of ACOF III is ACOF Operating Manager III. ACOF Operating Manager III is indirectly controlled by Ares Management, which, in turn, is indirectly controlled by APMC. ACOF III, on behalf of itself and the Ares Funds, has the right to nominate one initial Supervisory Board member of the Issuer pursuant to a Nomination Agreement between ACOF III and the Issuer dated April 30, 2010. Each of the Ares Entities and the Ares Funds (other than ACOF III and the Ares Funds, with respect to the securities held directly by ACOF III and the Ares Funds, respectively) and the officers, partners, members and managers of the Ares Entities and the Ares Funds expressly disclaims beneficial ownership of, and pecuniary interest in, these securities, except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that any such person or entity 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 purposes. The address of each Ares Entity is 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. On December 7, 2010, each Class B Ordinary Share automatically converted to one Class A Ordinary Share in accordance with the Issuer's Articles of Association (as described in more detail in clause (iii) of footnote 5 below). Reflects securities held by the Ares Funds, other than ACOF III. Each Class B Ordinary Share will convert to one Class A Ordinary Share at the earlier of (i) the request of the relevant holder of Class B Ordinary Shares with respect to the number of Class B Ordinary Shares specified by such holder, (ii) acquisition by the Issuer of one or more Class B shares or (iii) upon the first date upon which the closing price per share of the Class B Ordinary Shares exceeds 200% of $10.61 for at least forty-five trading days within a period of sixty consecutive trading days (provided however, that the closing price per share of the Class B Ordinary Shares must exceed such threshold on both the first and last day of the sixty day period); (continued in footnote 6) provided however, that the number of Class A Ordinary Shares into which Class B Ordinary Shares are convertible will be adjusted in the event of any stock split, subdivision of shares, combination of shares or stock dividend relating only to the Class A or Class B Ordinary Shares which does not relate also to the other class of ordinary shares in a pro rata manner such that a holder of Class B Ordinary Shares thereafter converted shall receive the number of Class A Ordinary Shares which such holder would have received with respect to such conversion had such Class B Ordinary Shares been converted immediately prior to such action. See signatures attached as Exhibit 99.1 2010-12-09