Lyondell Reports Second-Quarter 2005 Results

* Lyondell reports net income of $126 million or 48 cents per share on a fully diluted basis vs. $3 million or 2 cents per share a year ago

* Strong performance in propylene oxide and related products partially offset:

      - Price declines in ethylene, co-products and derivatives
- Maintenance impacts at Lyondell-Citgo Refining
* Repaid $328 million of debt during the quarter

- Today called final $200 million of Lyondell 9.875 percent 2007 bonds bringing total debt reduction to more than $1 billion since August 2004

HOUSTON, July 28 /PRNewswire-FirstCall/ -- Lyondell Chemical Company (NYSE: LYO) today announced net income for the second quarter 2005 of $126 million which equates to 48 cents per share on a fully diluted basis (or 51 cents basic earnings per share). This compares to net income of $3 million, or 2 cents per share, for the second quarter 2004, and net income of $254 million, or 98 cents per share, for the first quarter 2005. For the first six months of 2005, net income was $380 million or $1.46 per share on a fully diluted basis, compared to a net loss of $12 million or 7 cents per share during the first six months of 2004.

Table 1 - Lyondell Earnings Summary (A)
Millions of dollars except per share amounts
1st Six      1st Six
2Q 2005  2Q 2004   1Q 2005  Months 2005  Months 2004
Sales and other
operating revenues    $4,382   $1,161    $4,446     $8,828       $2,266
Net income (loss)         126        3       254        380          (12)
Basic earnings (loss)
per share               0.51     0.02      1.04       1.55        (0.07)
Diluted earnings (loss)
per share (B)           0.48     0.02      0.98       1.46        (0.07)
Basic weighted average
shares outstanding
(millions)             245.9    177.1     244.5      245.2        176.8
Diluted weighted
average shares
outstanding
(millions) (B)          259.0    177.8     259.8      259.4        176.8
(A)  Results include the operations of Equistar and Millennium
prospectively from December 1, 2004.  Prior to December 1, 2004,
Lyondell's 70.5% interest in Equistar was accounted for as an equity
investment.
(B)  Includes the dilutive effect of the convertible debentures and
outstanding stock options and warrants.

The second quarter includes non-cash pre-tax charges of $14 million related to industry mutual insurance consortia. Additionally, the second quarter includes a $9 million charge related to the early retirement of debt while the first quarter included a $12 million charge related to debt reduction.

"Although this was one of Lyondell's best quarters in many years, I would characterize the results as 'mixed' on a segment basis," said Dan F. Smith, president and CEO of Lyondell Chemical Company. "Our propylene oxide segment experienced strong results, and performance of the inorganic chemicals segment continued to be solid. In our ethylene segment, results were comparable to the strong levels experienced in the fourth quarter 2004; however, this quarter was characterized by reductions in industry operating rates and prices as the market adjusted to earlier over-production. Within our refining segment we experienced some planned and unplanned downtime, but these events also are behind us and the refinery is performing well. Overall, we benefited from the breadth of our product portfolio."

OUTLOOK

Thus far in the third quarter, market conditions for propylene oxide are relatively unchanged from the second quarter, while MTBE margins have continued to expand. Refining results are expected to improve from the second quarter as the refinery is now operating at full utilization and industry margins are quite strong. After reaching a low in late June, market conditions for ethylene, co-products and derivatives have strengthened. However, the volatility of the global market makes it difficult to quantify the pace and magnitude of such a turnaround.

"Industry and economic fundamentals remain strong," said Smith. "We see continued growth in the global economy, growing Chinese demand for chemicals and plastics, delays in Middle East chemical plant construction, and strong global demand for gasoline, diesel fuel and their components. When we review the past several quarters in aggregate, we believe that the industry remains on a trajectory that indicates continued strong performance over the coming years. For these reasons, our outlook has been and continues to be very positive."

LYONDELL BUSINESS RESULTS DISCUSSION BY BUSINESS SEGMENT

Lyondell's operations are reported in four segments: 1) Ethylene, co- products and derivatives; 2) Propylene oxide (PO) and related products; 3) Inorganic chemicals; and 4) Refining, which consists of Lyondell's 58.75 percent ownership of Lyondell-Citgo Refining (LCR), a joint venture with CITGO Petroleum Corp.

Ethylene, Co-products and Derivatives Segment - The primary products of this segment are ethylene, ethylene co-products (propylene, butadiene, benzene and toluene) and derivatives of ethylene (polyethylene, ethylene oxygenates and vinyl acetate monomer or VAM). Lyondell acquired Millennium on November 30, 2004; Millennium's acetyls products are included in this segment.

       Table 2 - Ethylene, Co-Products & Derivatives Financial Overview (A)
Millions of dollars
1st Six      1st Six
2Q 2005  2Q 2004  1Q 2005  Months 2005  Months 2004
Sales and other
operating revenues     $2,849   $2,099   $2,974    $5,823       $4,061
Operating income           201       99      395       596          160
EBITDA (B)                 294      175      486       780          311
(A)  For periods prior to January 1, 2005, the Ethylene, Co-Products and
Derivatives information represents the historical operating results
of Equistar on a 100% basis.  See Table 6 for additional segment
information.
(B)  See Table 9 for reconciliations of segment EBITDA to net income
(loss) of Lyondell and Equistar, respectively.

The following discussion addresses business conditions independent of ownership.

2Q05 v. 1Q05 - Ethylene and ethylene derivative product sales volumes decreased approximately 60 million pounds (or 2 percent) versus the first quarter 2005 primarily as a result of reduced ethylene and ethylene glycol sales. Product prices for ethylene and the major ethylene derivatives (polyethylene and ethylene glycol) averaged approximately 5 cents to 6 cents per pound lower than first-quarter prices.

Raw material costs increased for both crude oil and natural gas-based raw materials. Coupled with a decline in co-product propylene prices, this led to an increase in our cost-of-ethylene-production metric (COE).

Acetyls results remained strong as increased costs were offset by higher prices and volumes.

2Q05 v. 2Q04 - Ethylene and ethylene derivative sales volumes were approximately 130 million pounds (or 4.5 percent) lower than second-quarter 2004 sales volumes. The quarterly average price of these products was higher than during the year-ago quarter. Ethylene prices averaged 4 cents per pound higher, polyethylene prices averaged 10 cents per pound higher, and prices for performance derivatives such as ethylene oxide (EO), ethylene glycol ethers, and vinyl acetate monomer (VAM) averaged 8 cents to 23 cents per pound higher than in the second quarter 2004. Significantly higher raw material costs were only partially offset by increased co-product prices, resulting in an increase of approximately 3 cents per pound in our cost-of-ethylene-production metric (COE). Acetyls results improved due to a combination of increased margins and volumes.

Propylene Oxide and Related Products Segment - The principal products of the propylene oxide and related products segment include propylene oxide (PO), PO derivatives (propylene glycol, propylene glycol ethers, butanediol and butanediol derivatives), styrene, MTBE, and toluene diisocyanate (TDI).

       Table 3 - PO & Related Products Financial Overview (A)
Millions of dollars
1st Six      1st Six
2Q 2005  2Q 2004  1Q 2005  Months 2005  Months 2004
Sales and other
operating revenues     $1,562   $1,161   $1,529     $3,091       $2,266
Operating income           134       20       96        230           43
EBITDA (B)                 186       82      146        332          168
(A)  See Table 6 for additional segment information.
(B)  See Table 9 for a reconciliation of segment EBITDA to net income
(loss) of Lyondell.

2Q05 v. 1Q05 - PO and PO derivative product results were relatively unchanged versus the first quarter as margins expanded while volumes declined primarily due to the seasonality of aircraft deicing sales. MTBE margins increased by approximately 33 cents per gallon, resulting in a $65 million profit improvement. Styrene results were unchanged, and TDI results declined by approximately $20 million primarily due to reduced margins and plant maintenance.

2Q05 v. 2Q04 - Versus the year-ago quarter, increased PO and PO derivative product margins led to approximately a $70 million increase in results. MTBE results improved by approximately $50 million as a result of higher raw material margins. Styrene margin increases were offset by TDI margin declines, resulting in a negative impact of approximately $10 million.

Inorganic Chemicals Segment - The principal product of the inorganic chemicals segment is titanium dioxide (TiO2). Lyondell acquired Millennium, including this business, on November 30, 2004.

       Table 4 - Inorganic Chemicals Financial Overview (A)
Millions of dollars
1st Six      1st Six
2Q 2005  2Q 2004  1Q 2005  Months 2005  Months 2004
Sales and other
operating revenues     $342     ---      $318       $660         ---
Operating income          16     ---        21         37         ---
EBITDA (B)                49     ---        45         94         ---
(A)  Includes the Inorganic Chemicals segment prospectively from
December 1, 2004.  See Table 6 for additional segment information.
(B)  See Table 9 for a reconciliation of segment EBITDA to net income
(loss) of Lyondell.

The following discussion addresses the inorganics business independent of ownership.

2Q05 v. 1Q05 - Sales volumes increased by approximately 12,000 metric tons to 151,000 metric tons and sales prices increased by approximately $15 per metric ton, but were offset by higher costs.

2Q05 v. 2Q04 - Sales volumes were approximately 33,000 metric tons lower versus the year-ago quarter during which sales volumes increased to reduce elevated inventory levels. Conversely, second-quarter 2005 prices were $270 per metric ton higher than during the second quarter 2004.

Refining Segment - Lyondell owns a 58.75 percent interest in LCR, a major refiner of heavy crude oil. This investment is accounted for using the equity method.

       Table 5 - Refining Financial Overview - 100% Basis (A)
Millions of dollars
1st Six      1st Six
2Q 2005  2Q 2004  1Q 2005  Months 2005  Months 2004
Sales and other
operating revenues     $1,563   $1,339   $1,536     $3,099      $2,493
Operating income            37      111      118        155         212
EBITDA (B)                  65      139      146        211         270
(A)  The Refining segment information presented above represents the
historical operating results of LCR on a 100% basis.  See Table 6
for additional segment information.
(B)  See Table 9 for a reconciliation of segment EBITDA to net income of
LCR.

2Q05 v. 1Q05 - Total crude processing rates were approximately 69,000 barrels per day below first-quarter rates as the refinery processed 28,000 barrels per day of spot crude and 165,000 barrels per day under the Venezuelan crude supply contract. Reduced processing rates were primarily related to planned maintenance activity, but were additionally impacted by an unplanned equipment failure and a force majeure declaration by a third party. Versus the first quarter 2005, planned maintenance impacted results by approximately $50 million, the equipment outage had an estimated $20 million to $25 million impact on results, and the third-party situation had an estimated impact of $10 million. Other variances such as increased spot crude margins and decreased aromatics margins offset each other.

2Q05 v. 2Q04 - In general, trends and comparisons to the second quarter 2004 are similar to the comparisons made to the first quarter of 2005.

Cash Distributions and Debt Reduction

During the second quarter 2005, Equistar distributed a total of $475 million to Lyondell and Millennium (Lyondell received $335 million and Millennium received $140 million). Net distributions from LCR to Lyondell were $19 million. (Distributions from LCR totaled $36 million and contributions to LCR totaled $17 million.) Lyondell Chemical Company paid $300 million toward early debt reduction while Millennium Chemicals reduced debt by $28 million. Earlier today, Lyondell called the final $200 million of its 9.875 percent 2007 bonds.

CONFERENCE CALL

Lyondell will host a conference call today, July 28, 2005, at 11:30 a.m. Eastern Time (ET). Participating on the call will be: Dan F. Smith, President and CEO, Morris Gelb, Executive Vice President and COO, T. Kevin DeNicola, Senior Vice President and CFO and Doug Pike, Vice President of Investor Relations. The dial-in numbers are 888-391-2385 (U.S. - toll free) and 517-645-6239 (international). The passcode for each is Lyondell. The call will be broadcast live on the Investor Relations page of the company's web site, http://www.lyondell.com/earnings .

A replay of the call will be available from 1:30 p.m. ET July 28 to 5 p.m. ET on August 5. The dial-in numbers are 800-216-3053 (U.S.) and 402-220-3760 (international). The passcode for each is 5549. Web replay will be available at 2:30 p.m. ET July 28 on the Investor Relations page of the company's web site, http://www.lyondell.com/earnings .

Reconciliations of non-GAAP financial measures to GAAP financial measures, together with any other applicable disclosures, including this earnings release, will be available at 11:30 a.m. ET July 28 at http://www.lyondell.com/earnings .

ABOUT LYONDELL

Lyondell Chemical Company, headquartered in Houston, Texas, is North America's third-largest independent, publicly traded chemical company. Lyondell is a major global manufacturer of basic chemicals and derivatives including ethylene, propylene, titanium dioxide, styrene, polyethylene, propylene oxide and acetyls. It also is a significant producer of gasoline blending components. The company has a 58.75 percent interest in Lyondell- Citgo Refining LP, a refiner of heavy, high-sulfur crude oil. As a result of Lyondell's November 30, 2004 acquisition of Millennium Chemicals Inc., Millennium and Equistar Chemicals, LP are wholly owned subsidiaries of Lyondell. Lyondell is a global company operating on five continents and employs approximately 10,000 people worldwide.

FORWARD-LOOKING STATEMENTS

The statements in this release and the related teleconference relating to matters that are not historical facts are forward-looking statements. Forward-looking statements are subject to risks and uncertainties. Actual results could differ materially based on factors including, but not limited to, availability, cost and price volatility of raw materials and utilities; supply/demand balances; uncertainties associated with the U.S. and worldwide economies; current and potential governmental regulatory actions; terrorist acts; international political unrest; operating interruptions; legal, tax and environmental proceedings; cyclical nature of the chemical and refining industries; competitive products and pricing; industry production capacities and operating rates; risks of doing business outside of the U.S.; access to capital markets; technological developments; and other risk factors. All of such forward-looking statements are based upon the current beliefs and expectations of management, and are subject to significant risks and uncertainties. Additional factors that could cause results to differ materially from those described in the forward-looking statements can be found in the Lyondell, Equistar and Millennium Annual Reports on Form 10-K for the year ended December 31, 2004, and the Lyondell, Equistar and Millennium Quarterly Reports on Form 10-Q for the quarter ended June 30, 2005, which will be filed with the SEC in August 2005.

Table 6 - Selected Unaudited Segment Financial Information (A)
For the               For the
three months ended     six months ended
June 30,     March 31,    June 30,
(Millions of dollars)           2005    2004     2005     2005    2004
Sales and other operating
revenues (B)
Ethylene, Co-Products &
Derivatives                   $2,849  $2,099   $2,974   $5,823  $4,061
PO & Related Products           1,562   1,161    1,529    3,091   2,266
Inorganic Chemicals               342     ---      318      660     ---
Refining                        1,563   1,339    1,536    3,099   2,493
Operating income
Ethylene, Co-Products &
Derivatives                     $201     $99     $395     $596    $160
PO & Related Products             134      20       96      230      43
Inorganic Chemicals                16     ---       21       37     ---
Refining                           37     111      118      155     212
Depreciation and amortization
Ethylene, Co-Products &
Derivatives                      $96     $77      $95     $191    $153
PO & Related Products              60      64       58      118     127
Inorganic Chemicals                26     ---       24       50     ---
Refining                           28      28       28       56      58
EBITDA (C)
Ethylene, Co-Products &
Derivatives                     $294    $175     $486     $780    $311
PO & Related Products             186      82      146      332     168
Inorganic Chemicals                49     ---       45       94     ---
Refining                           65     139      146      211     270
Capital expenditures
Ethylene, Co-Products &
Derivatives                      $32     $22      $37      $69     $41
PO & Related Products              16      16       14       30      27
Inorganic Chemicals                14     ---        5       19     ---
Refining                           49      14       34       83      29
(A)  The EC&D data for periods prior to January 1, 2005 represents
Equistar results on a 100% basis.  Prior to December 1, 2004,
Equistar was accounted for as an equity investment.  See Table 13
for additional Equistar financial information.  See Table 8 for a
reconciliation of segment information for the three months and six
months ended June 30, 2005 and for the three months ended March 31,
2005 to consolidated Lyondell financial information.  See Table 10
for PO and Related Products data for the three and six months ended
June 30, 2004.  The Refining information presented above represents
the historical operating results of LCR on a 100% basis.  See Table
19 for additional LCR financial information.  The Inorganic
Chemicals segment is presented prospectively from December 1, 2004.
(B)  Sales include sales to affiliates and intersegment sales.
(C)  See Table 9 for reconciliation of segment EBITDA to net income
(loss).
Table 7 - Selected Segment Sales Volumes (A) (B)
For the              For the
three months ended     six months ended
June 30,     March 31,    June 30,
2005    2004     2005     2005    2004
Ethylene, Co-Products and
Derivatives (in millions)
Ethylene and derivatives
(pounds)                      2,845   2,759    2,908    5,753   5,479
Polyethylene included above
(pounds)                     1,341   1,439    1,337    2,678   2,776
Co-products, nonaromatic
(pounds)                      1,862   1,961    2,034    3,896   3,876
Aromatics (gallons)              107      80      102      209     173
PO and Related Products
(in millions)
PO and derivatives (pounds)       731     766      884    1,615   1,651
Co-products:
Styrene monomer (pounds)      1,045     830      982    2,027   1,761
MTBE and other TBA
derivatives (gallons)          297     284      283      580     556
Inorganic Chemicals
(thousand metric tons)
TiO2                              154     ---      142      296     ---
Refined products (thousand
barrels per day)
Gasoline                        110     121      117      113     118
Diesel and heating oil           85      99       88       86      95
Jet fuel                          8      14       20       14      15
Aromatics                        10       9        8        9       9
Other refined products           70      87       87       80      88
Total refined products
volumes                      283     330      320      302     325
Refinery Runs
Crude processing rates (thousand
barrels per day)
Crude Supply Agreement          165     233      219      192     235
Other crude oil                  28      33       43       35      30
Total crude oil               193     266      262      227     265
(A)  The EC&D data for periods prior to January 1, 2005 represent
Equistar results on a 100% basis.  Prior to December 1, 2004,
Equistar was accounted for as an equity investment.  The Refining
information presented above represents the historical operating
results of LCR on a 100% basis.
(B)  Sales volumes include sales to affiliates and intersegment sales.
Table 8 - Reconciliation of Segment Information to Consolidated Lyondell
Financial Information
Sales and
other   Operating  Depreciation
operating   income       and         Capital
(Millions of dollars)    revenues   (loss)   amortization  expenditures
For the three months ended
June 30, 2005:
Segment Data
Ethylene, Co-Products &
Derivatives            $2,849     $201        $96           $32
PO & Related Products    1,562      134         60            16
Inorganic Chemicals        342       16         26            14
Other (A)                 (371)      (3)         3             0
Total                     $4,382     $348       $185           $62
For the six months ended
June 30, 2005:
Segment Data
Ethylene, Co-Products &
Derivatives            $5,823     $596       $191          $69
PO & Related Products    3,091      230        118           30
Inorganic Chemicals        660       37         50           19
Other (A)                 (746)      (5)         4            2
Total                     $8,828     $858       $363         $120
For the three months ended
March 31, 2005:
Segment Data
Ethylene, Co-Products &
Derivatives            $2,974     $395        $95          $37
PO & Related Products    1,529       96         58           14
Inorganic Chemicals        318       21         24            5
Other (A)                 (375)      (2)         1            2
Total                     $4,446     $510       $178          $58
(A)  Includes elimination of intersegment transactions and items not
allocated to segments.
Table 9 - Reconciliation of Segment EBITDA to Net Income (Loss)
For the               For the
three months ended     six months ended
June 30,     March 31,    June 30,
(Millions of dollars)           2005    2004     2005     2005   2004
LYONDELL
Segment EBITDA:
Ethylene, Co-Products &
Derivatives (A)                 $294    $---     $486     $780   $---
PO & Related Products             186      82      146      332    168
Inorganic Chemicals (B)            49     ---       45       94    ---
Other                              (2)    ---        1       (1)   ---
Add:
Income from equity
investment in Equistar         ---      33      ---      ---     39
Income from equity
investment in LCR               19      63       67       86    119
Deduct:
Depreciation and amortization  (185)    (64)    (178)    (363)  (127)
Interest expense, net          (155)   (108)    (158)    (313)  (217)
Provision for income taxes      (71)     (3)    (143)    (214)     6
Debt prepayment premiums
and charges                     (9)    ---      (12)     (21)   ---
Lyondell net income (loss)       $126      $3     $254     $380   $(12)
Equistar EBITDA (C)                      $175                     $311
Deduct:
Depreciation and amortization           (77)                    (153)
Interest expense, net                   (55)                    (110)
Equistar net income                       $43                      $48
Refining EBITDA (D)               $65    $139     $146     $211   $270
Deduct:
Depreciation and amortization   (28)    (28)     (28)     (56)   (58)
Interest expense, net            (9)     (8)      (8)     (17)   (18)
LCR net income                    $28    $103     $110     $138   $194
(A)  The EC&D segment information reflects the consolidation of
Millennium and Equistar prospectively from December 1, 2004.  For
periods prior to December 1, 2004, Equistar was accounted for as an
equity investment.  See Tables 13 and 16 for additional Equistar and
Millennium financial information, respectively.
(B)  The Inorganic Chemicals segment information reflects the
consolidation of Millennium prospectively from December 1, 2004.
(C)  The Equistar information presented represents the historical
operating results of Equistar on a 100% basis.  See Table 13 for
additional Equistar financial information.
(D)  The Refining information presented represents the historical
operating results of LCR on a 100% basis.  See Table 19 for
additional LCR financial information.
Table 10 - Lyondell Unaudited Income Statement Information (A)
For the              For the
three months ended     six months ended
June 30,     March 31,    June 30,
(Millions of dollars,
except per share data)         2005    2004     2005     2005    2004
Sales and other operating
revenues                      $4,382  $1,161   $4,446   $8,828  $2,266
Cost of sales                   3,879   1,084    3,784    7,663   2,113
Selling, general and
administrative expenses          133      49      129      262      94
Research and development
expenses                          22       8       23       45      16
Operating income                348      20      510      858      43
Income from equity investment
in Equistar                      ---      33      ---      ---      39
Income from equity investment
in LCR                            19      63       67       86     119
Income (loss) from other
equity investments                (1)      1        1      ---       2
Interest expense, net            (155)   (108)    (158)    (313)   (217)
Other expense, net                (14)     (3)     (23)     (37)     (4)
Income (loss) before income
taxes                          197       6      397      594     (18)
Provision for (benefit from)
income taxes                      71       3      143      214      (6)
Net income (loss)                $126      $3     $254     $380    $(12)
Basic earnings (loss)
per share:                     $0.51   $0.02    $1.04    $1.55  $(0.07)
Diluted earnings (loss)
per share:                     $0.48   $0.02    $0.98    $1.46  $(0.07)
Weighted average shares
(in millions):
Basic                         245.9   177.1    244.5    245.2   176.8
Diluted                       259.0   177.8    259.8    259.4   176.8
(A)  Results of operations include the operations of Equistar and
Millennium prospectively from December 1, 2004.  Prior to
December 1, 2004, Equistar was accounted for as an equity
investment.
Table 11 - Lyondell Unaudited Cash Flow Information (A)
For the six months ended
June 30,
(Millions of dollars)                            2005              2004
Net income (loss)                                 $380              $(12)
Adjustments:
Depreciation and amortization                    363               127
Income from equity investments                   (86)             (160)
Distributions of earnings from
affiliates                                       86               120
Deferred income taxes                            161                (8)
Debt prepayment charges and
premiums                                         21               ---
Changes in assets and liabilities:
Accounts receivable                             (150)              (56)
Inventories                                     (177)               17
Accounts payable                                 128                50
Accrued interest                                  (8)              ---
Other, net                                       (67)              ---
Cash provided by operating activities          651                78
Expenditures for property, plant and
equipment                                        (120)              (27)
Distributions from affiliates in
excess of earnings                                 51                48
Contributions and advances to
affiliates                                        (51)              (22)
Other                                                3               ---
Cash used in investing activities             (117)               (1)
Repayment of long-term debt                       (547)              ---
Dividends paid                                    (111)              (63)
Exercise of stock options                           43                 5
Other                                               (1)               (1)
Cash used in financing activities             (616)              (59)
Effect of exchange rate changes on cash             (9)               (1)
Increase (decrease) in cash and cash
equivalents                                      $(91)              $17
(A)  Equistar and Millennium became wholly owned subsidiaries as of
December 1, 2004.  Prior to December 1, 2004, Lyondell's investment
in Equistar was accounted for on an equity basis.
Table 12 - Lyondell Unaudited Balance Sheet Information
June 30,       December 31,
(Millions of dollars)                          2005            2004
Cash and cash equivalents                       $713            $804
Accounts receivable, net                       1,664           1,569
Inventories                                    1,761           1,619
Prepaid expenses and other current
assets                                          142             189
Deferred tax assets                              237             276
Total current assets                       4,517           4,457
Property, plant and equipment, net             6,875           7,215
Investments and long-term
receivables:
Investment in PO joint ventures                791             838
Investment in and receivable from LCR          188             192
Other investments and long-term
receivables                                   163             160
Goodwill, net                                  2,181           2,175
Other assets, net                                878             924
Total assets                               $15,593         $15,961
Accounts payable                              $1,276          $1,202
Current maturities of long-term debt             256             308
Accrued liabilities                              673             785
Total current liabilities                    2,205           2,295
Long-term debt                                 7,052           7,555
Other liabilities                              1,779           1,780
Deferred income taxes                          1,553           1,477
Minority interest                                179             181
Stockholders' equity (246,700,788 and
243,684,998 shares outstanding at
June 30, 2005 and December 31, 2004,
respectively)                                 2,825           2,673
Total liabilities and
stockholders' equity                      $15,593         $15,961
Tables 13 through 21 represent additional financial information on a 100%
basis for Equistar, Millennium and LCR.
Table 13 - Equistar Unaudited Income Statement Information (A)
For the               For the
three months ended     six months ended
June 30,     March 31,    June 30,
(Millions of dollars)           2005    2004     2005     2005    2004
Sales and other operating
revenues (B)                  $2,700  $2,099   $2,861   $5,561  $4,061
Cost of sales                   2,447   1,951    2,417    4,864   3,808
Selling, general and
administrative expenses           47      41       47       94      82
Research and development
expenses                           9       8        8       17      15
Gain on asset dispositions        ---     ---      ---      ---      (4)
Operating income                197      99      389      586     160
Interest expense, net             (54)    (55)     (54)    (108)   (110)
Other expense, net                 (1)     (1)      (3)      (4)     (2)
Net income (C)                   $142     $43     $332     $474     $48
(A)  Represents information for Equistar on a stand-alone basis and does
not reflect purchase accounting adjustments.
(B)  Sales and other operating revenues include sales to affiliates.
(C)  As a partnership, Equistar is not subject to federal income taxes.
Table 14 - Equistar Unaudited Balance Sheet Information (A)
June 30,       December 31,
(Millions of dollars)                         2005            2004
Cash and cash equivalents                       $68             $39
Accounts receivable, net                        899             826
Inventories                                     655             582
Prepaid expenses and other current assets        38              43
Total current assets                      1,660           1,490
Property, plant and equipment, net            3,107           3,167
Investments                                      64              60
Other assets, net                               342             357
Total assets                             $5,173          $5,074
Accounts payable                               $645            $532
Current maturities of long-term debt            150               1
Accrued liabilities                             252             273
Total current liabilities                   1,047             806
Long-term debt                                2,161           2,312
Other liabilities and deferred revenues         408             395
Partners' capital                             1,557           1,561
Total liabilities and
partners' capital                       $5,173          $5,074
(A)  Represents information for Equistar on a stand-alone basis and does
not reflect purchase accounting adjustments.
Table 15 - Equistar Unaudited Cash Flow Information (A)
For the six months ended
June 30,
(Millions of dollars)                          2005              2004
Net income                                     $474               $48
Adjustments:
Depreciation and amortization                 159               153
Deferred maintenance
turnaround expenditures                      (14)              (51)
Gain on asset dispositions                    ---                (4)
Changes in assets and liabilities:
Accounts receivable (B)                       (68)             (124)
Inventories                                   (67)             (104)
Accounts payable                              112                62
Accrued interest                              ---                 1
Other, net                                    (25)              (37)
Cash provided by (used in)
operating activities                       571               (56)
Expenditures for property, plant
and equipment                                  (69)              (41)
Proceeds from sales of assets                     3                41
Cash used in investing activities           (66)              ---
Repayment of long-term debt                      (1)              ---
Distributions to owners                        (475)              ---
Cash used in financing activities          (476)              ---
Increase (decrease) in cash and
cash equivalents                               $29              $(56)
(A) Represents information for Equistar on a stand-alone basis and does
not reflect purchase accounting adjustments.
(B) In consideration of discounts offered to certain customers for early
payment for product, some receivable amounts were collected in June
2005 and 2004 that otherwise would have been expected to be collected
in July of the respective years.  This included $46 million and $42
million from Occidental Chemical Holding Corporation in June 2005 and
2004, respectively.
Table 16 - Millennium Unaudited Income Statement Information (A)
For the            For the
three months ended  six months ended
June 30,   March 31,     June 30,
(Millions of dollars)                2005       2005          2005
Sales and other operating
revenues (B)                        $515       $453         $968
Cost of sales                         424        365          789
Selling, general and
administrative expenses               45         43           88
Research and development
expenses                               6          6           12
Asset impairments                       3          2            5
Operating income                   37         37           74
Interest expense, net                 (25)       (24)         (49)
Other expense, net                      5         (9)          (4)
Income before equity
investment, minority
interest and
income taxes                      17          4           21
Income from equity investment in
Equistar                              42         98          140
Income before income taxes
and minority interest             59        102          161
Provision for income taxes             20         37           57
Income before minority
interest                          39         65          104
Minority interest                      (1)        (1)          (2)
Net income                            $38        $64         $102
(A)  Represents information for Millennium on a stand-alone basis and
does not reflect purchase accounting adjustments.
(B)  Sales and other operating revenues include sales to affiliates.
Table 17 - Millennium Unaudited Balance Sheet Information (A)
June 30,        December 31,
(Millions of dollars)                          2005            2004
Cash and cash equivalents                      $375            $344
Accounts receivable, net                        357             318
Inventories                                     479             414
Prepaid expenses and other current
assets                                          85              79
Total current assets                        1,296           1,155
Property, plant and equipment, net              667             707
Investments                                     456             457
Goodwill                                        104             104
Other assets, net                                88             107
Total assets                               $2,611          $2,530
Accounts payable                               $308            $291
Current maturities of long-term debt              6               7
Accrued liabilities                             125             156
Total current liabilities                     439             454
Long-term debt                                1,371           1,398
Other liabilities                               541             536
Deferred income taxes                           196             164
Minority interest                                47              33
Stockholders' equity (100,000,000 shares
authorized; 66,135,816 shares issued)           17             (55)
Total liabilities and
stockholders' equity                     $2,611          $2,530
(A)  Represents information for Millennium on a stand-alone basis and
does not reflect purchase accounting adjustments.
Table 18 - Millennium Unaudited Cash Flow Information (A)
For the six
months ended
June 30,
(Millions of dollars)                                    2005
Net income                                               $102
Adjustments:
Asset impairment charges                                  5
Depreciation and amortization                            53
Deferred income taxes                                     7
Income from equity investment in Equistar              (140)
Distributions of earnings from Equistar                 140
Changes in assets and liabilities:
Accounts receivable                                     (41)
Inventories                                             (75)
Accounts payable                                         25
Other, net                                                1
Cash provided by operating activities                  77
Expenditures for property, plant and equipment            (21)
Cash used in investing activities                     (21)
Contribution from Lyondell                                  6
Repayment of long-term debt                               (29)
Other                                                       3
Cash used in financing activities                     (20)
Effect of exchange rate changes on cash                    (5)
Increase in cash and cash equivalents                     $31
(A)  Represents information for Millennium on a stand-alone basis and
does not reflect purchase accounting adjustments.
Table 19 - LCR Unaudited Income Statement Information
For the                For the
three months ended      six months ended
June 30,   March 31,      June 30,
(Millions of dollars)         2005    2004    2005       2005    2004
Sales and other operating
revenues (A)                $1,563  $1,339  $1,536     $3,099  $2,493
Cost of sales                 1,515   1,213   1,406      2,921   2,250
Selling, general and
administrative expenses         11      15      12         23      31
Operating income               37     111     118        155     212
Interest expense, net            (9)     (8)     (8)       (17)    (18)
Net income (B)                  $28    $103    $110       $138    $194
EBITDA (C)                      $65    $139    $146       $211    $270
(A)  Sales and other operating revenues include sales to affiliates.
(B)  As a partnership, LCR is not subject to federal income taxes.
(C)  See Table 9 for reconciliation of LCR's net income to EBITDA.
Table 20 - LCR Unaudited Balance Sheet Information
June 30,       December 31,
(Millions of dollars)                          2005            2004
Total current assets                             $396           $359
Property, plant and equipment, net              1,269          1,227
Other assets, net                                  88             61
Total assets                                 $1,753         $1,647
Current maturities of long-term debt               $5             $5
Other current liabilities                         635            583
Long-term debt                                    441            443
Loans payable to partners                         264            264
Other liabilities                                 114            112
Partners' capital                                 294            240
Total liabilities and partners' capital      $1,753         $1,647
Table 21 - LCR Unaudited Cash Flow Information
For the six months ended
June 30,
(Millions of dollars)                            2005              2004
Cash flow from operations                        $163              $299
Capital expenditures                               83                29
Depreciation and amortization                      56                58

SOURCE: Lyondell Chemical Company; Equistar Chemicals, LP; Millennium Chemicals Inc.

CONTACT: media, Susan Moore, +1-713-309-4645, or investors, Douglas J. Pike, +1-713-309-7141, both of Lyondell Chemical Company


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