X0202 4 2007-12-20 1 0000842635 LYONDELL CHEMICAL CO LYO 0001220724 HOLLINSHEAD JOHN A 1221 MCKINNEY, SUITE 700 HOUSTON TX 77010 0 1 0 0 Senior Vice President Common Stock 2007-12-20 4 A 0 28529 A 63671 D Common Stock 2007-12-20 4 D 0 28529 48 D 35142 D Common Stock 2007-12-20 4 D 0 35142 D 0 D Common Stock 2007-12-20 4 D 0 27912 D 0 I By 401(K) Common Stock 2007-12-20 4 D 0 3000 D 0 I See Footnote Stock Option (Right to Buy) 16.25 2007-12-20 4 D 0 30924 31.75 D 2011-02-01 Common Stock 30924 0 D Stock Option (Right to Buy) 13.80 2007-12-20 4 D 0 30962 34.20 D 2012-02-08 Common Stock 30962 0 D Stock Option (Right to Buy) 12.87 2007-12-20 4 D 0 54430 35.13 D 2013-02-07 Common Stock 54430 0 D Stock Option (Right to Buy) 17.55 2007-12-20 4 D 0 19988 30.45 D 2014-02-05 Common Stock 19988 0 D Stock Option (Right to Buy) 28.56 2007-12-20 4 D 0 17246 19.44 D 2015-01-20 Common Stock 17246 0 D Stock Option (Right to Buy) 24.52 2007-12-20 4 D 0 24906 23.48 D 2016-02-23 Common Stock 24906 0 D Stock Option (Right to Buy) 31.97 2007-12-20 4 D 0 27702 16.03 D 2017-02-22 Common Stock 27702 0 D Phantom Stock 2007-12-20 4 D 0 5958 48 D Common Stock 5958 0 D This reports the payout of performance awards denominated in shares of Lyondell?s common stock, on the effective date of the merger pursuant to the Merger Agreement between Lyondell and Basell and BIL Acquisition Holdings Limited (?Merger Agreement?) for the merger consideration of $48 per share. Shares of common stock disposed of on the effective date of the merger pursuant to the Merger Agreement for the merger consideration of $48 per share. Includes: (1) 2,000 shares of common stock held by a family limited partnership. The general partner of the family limited partnership is a company owned by Mr. Hollinshead; and (2) 1,000 shares of Lyondell common stock in a jointly-owned account owned by Mr. Hollinshead along with other persons. Mr. Hollinshead disclaims beneficial ownership of these 1,000 shares except to the extent of his pecuniary interest in the shares. The options, 1/3 which vested on February 1, 2002 and 2/3 which vested on August 21, 2002 in connection with Lyondell's purchase of Occidental Petroleum Corporation's interest in Equistar Chemicals, LP, were canceled pursuant to the Merger Agreement in exchange for a cash payment of $981,837.00 representing the difference between the exercise price of the option and the $48 per share merger consideration. The options, 2/3 which vested ratably on February 8, 2003 and February 8, 2004 and 1/3 vested on December 1, 2004 in connection with the acquisition of Millennium Chemicals Inc., were canceled pursuant to the Merger Agreement in exchange for a cash payment of $1,058,900.40 representing the difference between the exercise price of the option and the $48 per share merger consideration. The options, 1/3 which vested on February 7, 2007 and 2/3 on November 23, 2004 because the Lyondell common stock price became two times the exercise price of the stock option, were canceled pursuant to the Merger Agreement in exchange for a cash payment of $1,912,125.90 representing the difference between the exercise price of the option and the $48 per share merger consideration. The options, which vested on December 1, 2004 in connection with the acquisition of Millennium Chemicals Inc., were canceled pursuant to the Merger Agreement in exchange for a cash payment of $608,634.60 representing the difference between the exercise price of the option and the $48 per share merger consideration. The options, which 2/3 vested ratably on January 20, 2006 and January 20, 2007 and 1/3 vested on November 20, 2007 in connection with shareholder approval of the merger, were canceled pursuant to the Merger Agreement in exchange for a cash payment of $335,262.24 representing the difference between the exercise price of the option and the $48 per share merger consideration. The options, which 1/3 vested on February 23, 2007 and the remaining 2/3 on the effective date of the merger, were canceled pursuant to the Merger Agreement in exchange for a cash payment of $584,792.88 representing the difference between the exercise price of the option and the $48 per share merger consideration. The options, which vested on the effective date of the merger, were canceled pursuant to the Merger Agreement in exchange for a cash payment of $444,063.06 representing the difference between the exercise price of the option and the $48 per share merger consideration. Phantom Stock which convert on a 1 for 1 basis and provided for vesting in 3 equal annual installments beginning one year from the date of grant, was disposed of on the effective date of the merger pursuant to the Merger Agreement for the merger consideration of $48 per share. /s/ KERRY A. GALVIN as Attorney In Fact for John A. Hollinshead 2007-12-20