Lyondell Reports Second Quarter 2004 Results

* Positive Lyondell earnings driven by strengthening Equistar results and continued record performance at LYONDELL-CITGO Refining (LCR).

* Improving supply/demand balance more than offsets the impact of record high crude oil prices.

HOUSTON, July 22 /PRNewswire-FirstCall/ -- Lyondell Chemical Company (NYSE: LYO) today announced net income for the second quarter of $3 million, or $0.02 per share. This compares to a net loss of $68 million, or $0.43 per share, for the second quarter 2003, and a net loss of $15 million, or $0.08 per share, for the first quarter 2004.

     Table 1 - Lyondell Earnings Summary
Millions of dollars                                     1st Six  1st Six
except per share                                        Months   Months
amounts                 2Q 2004   2Q 2003   1Q 2004     2004     2003
Sales and other
operating revenues       $1,161      $913     $1,105    $2,266   $1,902
Net income (loss)              3       (68)       (15)      (12)    (181)
Basic and diluted
earnings (loss)
per share (A)              0.02     (0.43)     (0.08)    (0.07)   (1.13)
Basic weighted average
shares outstanding
(millions) (A)            177.1     161.0      176.5     176.8    160.7
Diluted weighted average
shares outstanding
(millions) (A)            178.2     161.0      176.5     176.8    160.7
(A) Lyondell sold 13.8 million shares of common stock in October 2003,
including 2.7 million shares to Occidental Chemical Holding
Corporation ("OCHC").  In addition, Lyondell paid a dividend to OCHC
by issuing approximately 0.6 million shares of Series B common stock
each quarter beginning in December 2002 in lieu of a dividend
payment in cash.
Table 2 - Lyondell and Proportionate Share of Ventures - Supplemental
Financial Data
1st Six  1st Six
Months   Months
Millions of dollars       2Q 2004   2Q 2003   1Q 2004      2004     2003
Proportionate sales
and other operating
revenues (A)             $3,427     $2,571    $3,166    $6,594   $5,412
Proportionate EBITDA (B)     287        161       259       546      239
(A) See Table 6 for components of proportionate share of sales and other
operating revenues.
(B) See Table 7 for a reconciliation of net income (loss) to
proportionate EBITDA and Table 8 for Lyondell's income statement
information.

Compared to the second quarter of 2003, income turned positive as improved performance at each entity led to a $71 million increase.

For the first half of 2004, Lyondell's net loss was $12 million, a $169 million improvement versus the first half of 2003. Each of the Lyondell companies contributed to this improvement with increased Equistar margins and volumes contributing the largest portion. Sales volumes for Equistar's ethylene and ethylene derivatives, as well as Lyondell's propylene oxide (PO) and derivatives, for the first half of 2004 were approximately 14 percent higher than in the first half of 2003.

Compared to the first quarter of 2004, an improving supply/demand balance led to increased average quarterly prices which more than offset the impact of increased raw material and energy costs. Within the Lyondell enterprise, Equistar was the most significant beneficiary of these improvements as Equistar's income increased by $38 million versus the prior quarter.

"Overall our product lines are benefiting from the economic momentum that began in late 2003," said Dan F. Smith, president and CEO of Lyondell Chemical Company. "Although second quarter earnings are modest, after enduring such a prolonged trough, I am pleased to report positive results at this early phase of the cyclical recovery. During the quarter, the majority of our basic petrochemical and gasoline-related products benefited from increased prices and margins as industry conditions improved. However, in certain products such as styrene, prices have lagged or have only offset increasing raw material costs thus far. I am confident that as the recovery progresses these products will benefit from tightening conditions much as the other basic petrochemicals are benefiting today."

OUTLOOK

Industry conditions have continued to reflect a reasonably strong supply/demand balance. However, near-term results will remain vulnerable to the impacts of global tensions and related volatility of crude oil and natural gas prices.

"The industry and our product lines continue to move through the early phase of a cyclical recovery, and we expect that this trend will continue into the foreseeable future," said Smith. "We are now entering the point in the cycle during which we can begin to direct our financial focus to the next phase of our plans, namely debt reduction and optimization of the debt portfolio."

LYONDELL AND JOINT VENTURES

Lyondell's operations comprise: Lyondell's Intermediate Chemicals and Derivatives (IC&D) segment; Equistar, a joint venture with Millennium Chemicals Inc.; and LYONDELL-CITGO Refining LP (LCR), a joint venture with CITGO Petroleum Corp.

Lyondell's Intermediate Chemicals & Derivatives (IC&D) Segment - The IC&D segment includes propylene oxide (PO) and derivatives, MTBE, styrene and TDI.
 

     Table 3 - IC&D Financial Overview
1st Six  1st Six
Months   Months
Millions of dollars       2Q 2004   2Q 2003   1Q 2004      2004     2003
Sales and other
operating revenues        $1,161     $913     $1,105     $2,266   $1,902
Operating income
(loss) (A)                    20       (6)        23         43      (24)
EBITDA (A)                     82       48         86        168      101
(A) See Table 7 for a reconciliation of Lyondell's net income (loss) to
EBITDA and Table 8 for Lyondell's IC&D operating income (loss) and
net income (loss).

2Q04 v. 1Q04 - Compared to the first quarter, results were relatively unchanged as increased MTBE margins offset the impact of reduced PO and PO derivative volumes. The reduction in PO and PO derivative sales volumes was related to the seasonality of aircraft deicer sales and the timing of maintenance activity within the industry. PO, PO derivative and TDI price increases generally offset higher raw material costs. MTBE operating income improved by approximately $35 million based on seasonally higher margins throughout the quarter and significant margin increases around the Memorial Day holiday. Styrene prices did not keep pace with raw material increases, resulting in an approximate $10 million reduction in profitability.

2Q04 v. 2Q03 - Operating income increased by $26 million versus the year- ago quarter. Increased MTBE margins and PO and PO derivative product volumes contributed to the improvement while lower styrene and TDI margins reduced results by approximately $20 million.

Equistar Chemicals, LP - Lyondell owns a 70.5 percent interest in Equistar, which consists of the petrochemicals and polymers segments.
 

     Table 4 - Equistar Financial Overview - 100% Basis
1st Six  1st Six
Months   Months
Millions of dollars       2Q 2004   2Q 2003   1Q 2004      2004     2003
Sales and other
operating revenues       $2,099    $1,597     $1,962    $4,061    $3,238
Operating income (loss)       99        24         61       160       (72)
Net income (loss) (A)         43       (49)         5        48      (195)
EBITDA (A)                   175        80        136       311        61
(A) See Table 7 for a reconciliation of Equistar's net income (loss) to
EBITDA.

2Q04 v. 1Q04 - Results followed the first-quarter trend and continued to improve as higher co-product (propylene, benzene, butadiene, and fuels) and ethylene derivative (ethylene oxygenates and polyethylene) prices more than offset increased raw material costs. Ethylene and ethylene derivative volumes increased by approximately 3.5 percent versus the first quarter. Maintenance turnarounds and unplanned outages negatively impacted the second quarter by approximately $15 million to $20 million.

2Q04 v. 2Q03 - Ethylene and ethylene derivative volumes increased by 520 million pounds (25 percent) versus last year's depressed levels. Raw material costs increased significantly as crude oil prices averaged more than 30 percent higher than during the second quarter 2003. The majority of the raw material cost increases were offset by product price increases. The second quarter 2003 included a $19 million charge related to financing activity.

LYONDELL-CITGO Refining LP (LCR) - Lyondell owns a 58.75 percent interest in LCR, a major refiner of heavy crude oil.
 

     Table 5 - LCR Financial Overview - 100% Basis
1st Six  1st Six
Months   Months
Millions of dollars       2Q 2004   2Q 2003   1Q 2004      2004     2003
Sales and other
operating revenues       $1,339      $905    $1,154     $2,493   $2,088
Operating income             111        67       101        212      105
Net income (A)               103        58        91        194       86
EBITDA (A)                   139        96       131        270      162
(A)  See Table 7 for a reconciliation of LCR's net income to EBITDA.

2Q04 v. 1Q04 - LCR's income surpassed the record level established in the first quarter 2004. Processing rates for Venezuelan contract crude (CSA) averaged 233,000 barrels per day while total crude volumes averaged 273,000 barrels per day. Previously reported maintenance activity to repair damage sustained during a May storm had a minor impact on the quarter. The repair was completed and operations returned to normal during June. Continued strengthening of spot crude and aromatics margins contributed to the improved quarterly results.

2Q04 v. 2Q03 - Results improved versus the second quarter 2003 primarily as a result of increased spot crude and aromatic product margins as well as the value of certain CSA contract formula variables, such as the natural gas price factor. Second quarter 2003 results were negatively impacted by a $6 million charge related to personnel reductions.

CONFERENCE CALL

Lyondell will host a conference call today, July 22, 2004, 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, Director of Investor Relations. The dial-in numbers are 888-391-2385 (U.S. - toll free) and 484-644-0641 (international). The passcode for each number 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 22 to 5 p.m. ET July 30. The dial-in numbers are 800-294-4406 (U.S.) and 402-220-9778 (international). Passcode for each is 5549. Web replay will be available at 1:30 p.m. ET July 22 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 at http://www.lyondell.com/earnings .

ABOUT LYONDELL

Lyondell Chemical Company, (http://www.lyondell.com ), headquartered in Houston, Texas, is a leading producer of: propylene oxide (PO); PO derivatives, propylene glycol (PG), butanediol (BDO) and propylene glycol ether (PGE); and styrene monomer and MTBE as co-products of PO production. Through its 70.5% interest in Equistar Chemicals, LP, Lyondell also is one of the largest producers of ethylene, propylene and polyethylene in North America and a leading producer of ethylene oxide, ethylene glycol, high value-added specialty polymers and polymeric powder. Through its 58.75% interest in LYONDELL-CITGO Refining LP, Lyondell is one of the largest refiners in the United States processing extra heavy Venezuelan crude oil to produce gasoline, low sulfur diesel and jet fuel.

FORWARD LOOKING STATEMENTS AND ADDITIONAL INFORMATION

The statements in this release and the related teleconference relating to matters that are not historical facts are forward-looking statements that 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; uncertainties associated with the US and worldwide economies; current and potential governmental regulatory actions; terrorist acts; operating interruptions; cyclical nature of the chemical and refining industries; competitive products and pricing; industry production capabilities; supply/demand balances; access to capital markets; technological developments; business strategies and other risk factors. In the case of any forward-looking statements relating to the proposed transaction between Lyondell Chemical Company ("Lyondell") and Millennium Chemicals Inc. ("Millennium"), the following factors, among others, could affect the proposed transaction and the anticipated results: approval by Lyondell's and Millennium's respective shareholders, and the parties' ability to achieve expected synergies in the transaction within the expected timeframes or at all. All of such forward-looking statements are based upon the current beliefs and expectations of Lyondell's management and are subject to significant risks and uncertainties. Additional factors that could cause Lyondell's results to differ materially from those described in the forward- looking statements can be found in Lyondell's Annual Report on Form 10-K for the year ended December 31, 2003, which was filed with the Securities and Exchange Commission (the "SEC") on March 12, 2004, and Lyondell's Quarterly Report on Form 10-Q for the quarter ended June 30, 2004, which will be filed with the SEC in August 2004.

In addition, on June 18, 2004, Lyondell filed with the SEC an amendment to its registration statement on Form S-4 (as amended, the "Form S-4") containing a preliminary joint proxy statement/prospectus regarding the proposed transaction between Lyondell and Millennium. Investors and security holders are urged to read that document and any other relevant documents filed or that will be filed with the SEC, including the definitive joint proxy statement/prospectus that will be part of the definitive registration statement, as they become available, because they contain, or will contain, important information. Investors and security holders may obtain a free copy of the definitive joint proxy statement/prospectus (when it becomes available) and other documents filed by Lyondell and Millennium with the SEC at the SEC's web site at http://www.sec.gov . The definitive joint proxy statement/prospectus (when it becomes available) and the other documents filed by Lyondell may also be obtained free from Lyondell by calling Lyondell's Investor Relations department at (713) 309-4590.

The respective executive officers and directors of Lyondell and Millennium and other persons may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding Lyondell's executive officers and directors is available in the proxy statement filed with the SEC by Lyondell on March 16, 2004 and in the Form S-4, and information regarding Millennium's directors and its executive officers is available in Millennium's Annual Report on Form 10-K/A for the year ended December 31, 2003, which was filed with the SEC on April 27, 2004, and in the Form S-4. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the definitive joint proxy statement/prospectus and other relevant materials filed with the SEC, as they become available.
 

     Table 6 - Unaudited Financial and Operating Information
Lyondell and
Lyondell   Joint Ventures   Proportionate
Chemical   Equistar   LCR  Share of Equity
(Millions of dollars)           Company     100%     100%   Investments(A)
Three months ended June 30, 2004:
Sales and other operating
revenues (B)                  $1,161    $2,099   $1,339      $3,427
SG&A and R&D                      57         49       15         100
EBITDA                            82        175      139         287
Depreciation and amortization     64         77       28         132
Interest expense, net            108         55        8         151
Net income                         3  (C)
Capital expenditures              16         22       14          40
Cash dividends                    32
Three months ended June 30, 2003:
Sales and other operating
revenues (B)                   $913     $1,597     $905      $2,571
SG&A and R&D                      53         54       16         100
EBITDA                            48         80       96         161
Depreciation and amortization     61         76       29         129
Interest expense, net             99         53        9         142
Net loss                         (68) (C)
Capital expenditures             229  (D)    21       13         251
Cash dividends                    29
Three months ended March 31, 2004:
Sales and other operating
revenues (B)                 $1,105     $1,962   $1,154      $3,166
SG&A and R&D                      53         48       16          96
EBITDA                            86        136      131         259
Depreciation and amortization     63         76       30         132
Interest expense, net            109         55       10         154
Net loss                         (15) (C)
Capital expenditures              11         19       15          33
Cash dividends                    31
(A)  This column reflects Lyondell's 100% owned operations and its pro
rata share of each joint venture's operations, which is not a
presentation in accordance with generally accepted accounting
principles.  Lyondell has a 70.5% interest in Equistar Chemicals, LP
("Equistar") and a 58.75% interest in LYONDELL-CITGO Refining LP
("LCR").
(B)  Sales and other operating revenues include sales to affiliates.
(C)  Includes income (loss) from equity investments in Equistar and LCR.
(D)  Capital expenditures of $229 million for the three months ended
June 30, 2003 include Lyondell's purchase of the BDO-2 facility from
the lessor for $218 million.
Table 7 - Reconciliation of Net Income (Loss) to EBITDA
For the             For the
three months ended    six months ended
June 30,    March 31,     June 30,
(Millions of dollars)            2004   2003     2004      2004    2003
LYONDELL
Net income (loss)                 $3   $(68)    $(15)     $(12)   $(181)
Add:
Provision for (benefit from)
income taxes                    3    (39)      (9)       (6)     (94)
Interest expense, net          108     99      109       217      182
Depreciation and amortization   64     61       63       127      118
(Income) loss from equity
investment in Equistar        (33)    32       (6)      (39)     132
Income from equity investment
in LCR                        (63)   (37)     (56)     (119)     (56)
IC&D EBITDA                      $82    $48      $86      $168     $101
EQUISTAR
Net income (loss)                $43   $(49)      $5       $48    $(195)
Add:
Depreciation and amortization   77     76       76       153      154
Interest expense, net           55     53       55       110      102
EBITDA                          $175    $80     $136      $311      $61
Lyondell Proportionate
Share - 70.5%                  $123    $57      $96      $219      $43
LCR
Net income                      $103    $58      $91      $194      $86
Add:
Depreciation and amortization   28     29       30        58       57
Interest expense, net            8      9       10        18       19
EBITDA                          $139    $96     $131      $270     $162
Lyondell Proportionate
Share - 58.75%                  $82    $56      $77      $159      $95
EBITDA - Lyondell and Proportionate
Share of Equity Investments
Lyondell EBITDA                  $82    $48      $86      $168     $101
70.5% of Equistar EBITDA         123     57       96       219       43
58.75% of LCR EBITDA              82     56       77       159       95
Lyondell and Proportionate
Share of Equity Investments    $287   $161     $259      $546     $239
Table 8 - Lyondell Unaudited Income Statement Information
For the               For the
three months ended     six months ended
(Millions of dollars,           June 30,     March 31,      June 30,
except per share data)       2004    2003     2004       2004     2003
Sales and other operating
revenues                   $1,161     $913   $1,105   $2,266   $1,902
Cost of sales                1,084      866    1,029    2,113    1,822
Selling, general and
administrative expenses        49       45       45       94       87
Research and development
expenses                        8        8        8       16       17
Operating income (loss)       20       (6)      23       43      (24)
Income (loss) from equity
investment in Equistar         33      (32)       6       39     (132)
Income from equity
investment in LCR              63       37       56      119       56
Income (loss) from other
equity investments              1       (4)       1        2       (6)
Interest expense, net         (108)     (99)    (109)    (217)    (182)
Other income (expense),
net                            (3)      (3)      (1)      (4)      13
Income (loss) before
income taxes                  6     (107)     (24)     (18)    (275)
Provision for (benefit
from) income taxes              3      (39)      (9)      (6)     (94)
Net income (loss)               $3     $(68)    $(15)    $(12)   $(181)
Basic and diluted earnings
(loss) per share:           $0.02   $(0.43)  $(0.08)  $(0.07)  $(1.13)
Weighted average shares
(in thousands) (A):
Basic                    177,101  161,023  176,543  176,822  160,722
Diluted                  178,188  161,023  176,543  176,822  160,722
(A) Lyondell sold 13.8 million shares of common stock in October 2003,
including 2.7 million shares to Occidental Chemical Holding
Corporation ("OCHC").  In addition, Lyondell paid a dividend to OCHC
by issuing approximately 0.6 million shares of Series B common stock
each quarter beginning in December 2002 in lieu of a dividend
payment in cash.
Table 9 - Lyondell Intermediate Chemicals and Derivatives Segment -
Sales Volumes
For the three      For the six
months ended      months ended
June 30,  March 31,    June 30,
(In millions)                      2004  2003   2004     2004   2003
PO and derivatives (pounds) (A)     875   744  1,002    1,877  1,643
Co-products:
Styrene monomer (pounds)          830   780    931    1,761  1,649
MTBE and other TBA derivatives
(gallons)                        284   322    272      556    579
(A)  Includes propylene oxide ("PO"), PO derivatives and isocyanates.
Table 10 - Lyondell Unaudited Cash Flow Information
For the six months ended
June 30,
(Millions of dollars)                             2004          2003
Net loss                                          $(12)        $(181)
Adjustments:
Depreciation and amortization                    127           118
(Income) loss from equity investments            (40)          138
Deferred income taxes                             (8)          (92)
Gain on sale of equity interest                  ---           (18)
Debt prepayment premiums and charges             ---             5
Changes in assets and liabilities:
Accounts receivable                              (56)           (4)
Inventories                                       17           (14)
Accounts payable                                  50            34
Accrued interest                                 ---             2
Income taxes refundable, net of payable            1            33
Other assets and liabilities, net                 (1)            7
Cash provided by operating activities           78            28
Expenditures for property, plant and equipment     (27)         (238)
Distributions from affiliates in excess
of earnings                                        48           102
Contributions and advances to affiliates (A)       (22)          (78)
Maturity of other short-term investments           ---            25
Proceeds from sale of equity interest              ---            28
Cash used in investing activities               (1)         (161)
Issuance of long-term debt                         ---           318
Repayment of long-term debt                        ---          (103)
Dividends paid                                     (63)          (57)
Other                                                4            (4)
Cash provided by (used in) financing
activities                                    (59)          154
Effect of exchange rate changes on cash             (1)            1
Increase in cash and cash equivalents              $17           $22
(A) Includes cash contributions to European PO Joint Venture and the
U.S. PO Joint Venture of $4 million and $48 million during the six-
month periods ended June 30, 2004 and June 30, 2003, respectively.
Also includes capitalized interest related to the Maasvlakte PO/SM
plant of $9 million during the six-month period ended June 30, 2003.
Table 11 - Lyondell Unaudited Balance Sheet Information
June 30,       December 31,
(Millions of dollars)                          2004            2003
Cash and cash equivalents                       $455            $438
Accounts receivable, net (A)                     497             449
Inventories                                      327             347
Prepaid expenses and other current assets         59              82
Deferred tax assets                               43              43
Total current assets                         1,381           1,359
Property, plant and equipment, net             2,533           2,640
Investments and long-term receivables:
Investment in Equistar                       1,002             965
Investment in PO joint ventures                831             866
Investment in and receivable from LCR          209             232
Other investments and long-term receivables     88              85
Goodwill, net                                  1,080           1,080
Other assets, net                                382             406
Total assets                                $7,506          $7,633
Accounts payable                                $470            $431
Accrued liabilities                              244             268
Total current liabilities                      714             699
Long-term debt                                 4,152           4,151
Other liabilities                                686             680
Deferred income taxes                            768             792
Minority interest                                138             155
Stockholders' equity (178,491,306 and
176,792,587 shares outstanding at
June 30, 2004 and December 31, 2003,
respectively)                                 1,048           1,156
Total liabilities and stockholders' equity  $7,506          $7,633
(A)  See Table 21 for accounts receivable sold.
Table 12 - Lyondell Selected Equity Investment Activity
For the three     For the six
months ended     months ended
June 30,         June 30,
(Millions of dollars)                          2004             2004
Investment in Equistar, beginning of period     $969            $965
Lyondell's share of Equistar net income           33              39
Lyondell's share of Equistar other
comprehensive loss                              ---              (2)
Investment in Equistar, end of period         $1,002          $1,002
Investment in LCR, beginning of period            $5              $3
Lyondell's share of LCR net income                63             119
Cash distributions from LCR                      (97)           (160)
Cash contributions to LCR                          9              18
Investment in LCR, end of period               (20)            (20)
LCR receivable, beginning and end of period      229             229
Investment in and receivable from
LCR, end of period                             $209            $209
Table 13 - Equistar Unaudited Income Statement Information
For the              For the
three months ended   six months ended
June 30,    March 31,      June 30,
(Millions of dollars)           2004    2003    2004      2004     2003
Sales and other operating
revenues (A)                 $2,099  $1,597   $1,962   $4,061   $3,238
Cost of sales                  1,951   1,517    1,857    3,808    3,193
Selling, general and
administrative expenses          41      44       41       82       84
Research and development
expenses                          8      10        7       15       19
(Gain) loss on asset
dispositions                    ---       2       (4)      (4)      14
Operating income (loss)         99      24       61      160      (72)
Interest expense, net            (55)    (53)     (55)    (110)    (102)
Other expense, net                (1)    (20)      (1)      (2)     (21)
Net income (loss) (B)            $43    $(49)      $5      $48    $(195)
(A)  Sales and other operating revenues include sales to affiliates.
(B)  As a partnership, Equistar is not subject to federal income taxes.
Table 14 - Equistar Unaudited Segment Financial and Operating Information
For the          For the six
three months ended   months ended
June 30,   March 31,   June 30,
(Millions of dollars)             2004    2003    2004    2004    2003
Sales and other operating
revenues (A)
Petrochemicals segment           $1,967  $1,481  $1,866  $3,833  $3,017
Polymers segment                    603     445     557   1,160     958
Intersegment eliminations          (471)   (329)   (461)   (932)   (737)
Total                          $2,099  $1,597  $1,962  $4,061  $3,238
Operating income (loss)
Petrochemicals segment             $136     $85    $104    $240     $53
Polymers segment                     (6)    (27)    (14)    (20)    (62)
Unallocated                         (31)    (34)    (29)    (60)    (63)
Total                             $99     $24     $61    $160    $(72)
Depreciation and amortization
Petrochemicals segment              $59     $56     $57    $116    $113
Polymers segment                     13      14      14      27      30
Unallocated                           5       6       5      10      11
Total                             $77     $76     $76    $153    $154
EBITDA (B)                         $175     $80    $136    $311     $61
Sales Volumes (millions)  (A)
Selected petrochemical products:
Ethylene, propylene and
other olefins (pounds)         4,383   3,723   4,277   8,660   7,644
Aromatics (gallons)                80      98      93     173     192
Polymers products (pounds)        1,514   1,143   1,401   2,915   2,540
(A) Sales and other operating revenues and sales volumes include sales
to affiliates.
(B) See Table 7 for reconciliation of Equistar's net income (loss) to
EBITDA.
Table 15 - Equistar Unaudited Balance Sheet Information
June 30,     December 31,
(Millions of dollars)                         2004           2003
Cash and cash equivalents                      $143          $199
Accounts receivable, net (A)                    732           608
Inventories                                     512           408
Prepaid expenses and other current assets        43            46
Total current assets                        1,430         1,261
Property, plant and equipment, net            3,224         3,334
Investments                                      61            60
Other assets, net                               399           373
Total assets                               $5,114        $5,028
Accounts payable                               $571          $513
Current maturities of long-term debt              1           ---
Accrued liabilities                             210           241
Total current liabilities                     782           754
Long-term debt                                2,312         2,314
Other liabilities and deferred revenues         374           359
Partners' capital                             1,646         1,601
Total liabilities and partners' capital    $5,114        $5,028
(A)  See Table 22 for accounts receivable sold.
Table 16 - Equistar Unaudited Cash Flow Information
For the six months ended
June 30,
(Millions of dollars)                          2004               2003
Net income (loss)                               $48              $(195)
Adjustments:
Depreciation and amortization                 153                154
Deferred maintenance turnaround
expenditures                                 (51)               (51)
Deferred revenues                             ---                159
Debt prepayment charges and premiums          ---                 19
(Gain) loss on asset dispositions              (4)                14
Changes in assets and liabilities:
Accounts receivable (A) (B)                  (124)                66
Inventories                                  (104)               (66)
Accounts payable                               62                 23
Accrued interest                                1                 (4)
Other assets and liabilities, net             (37)               (20)
Cash provided by (used in)
operating activities                       (56)                99
Expenditures for property, plant
and equipment                                  (41)               (34)
Proceeds from sales of assets                    41                 54
Cash provided by investing activities       ---                 20
Issuance of long-term debt                      ---                440
Repayment of long-term debt                     ---               (440)
Other                                           ---                 (3)
Cash used in financing activities           ---                 (3)
Increase (decrease) in cash and
cash equivalents                              $(56)              $116
(A) See Table 22 for accounts receivable sold.
(B) In consideration of discounts offered to certain customers for early
payment for product, some receivable amounts were collected in
June 2004 and 2003 that otherwise would have been expected to be
collected in July of the respective years.  This included
$42 million and $32 million from OCHC in June 2004 and 2003,
respectively.
Table 17 - LCR Unaudited Income Statement Information
For the              For the
three months ended     six months ended
June 30,   March 31,      June 30,
(Millions of dollars)           2004   2003    2004      2004    2003
Sales and other operating
revenues (A)                 $1,339   $905  $1,154     $2,493  $2,088
Cost of sales                  1,213    822   1,037      2,250   1,955
Selling, general and
administrative expenses          15     16      16         31      28
Operating income               111     67     101        212     105
Interest expense, net             (8)    (9)    (10)       (18)    (19)
Net income (B)                  $103    $58     $91       $194     $86
EBITDA (C)                      $139    $96    $131       $270    $162
(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 7 for reconciliation of LCR's net income to EBITDA.
Table 18 - LCR Operating Information
For the             For the
three months ended    six months ended
June 30,   March 31,    June 30,
2004   2003   2004     2004    2003
Sales Volumes (A)
Refined products (thousand
barrels per day):
Gasoline                       121    113     115      118     113
Diesel and heating oil          99     86      90       95      82
Jet fuel                        14     16      16       15      19
Aromatics                        9      7       8        9       8
Other refined products          87     99      92       88      90
Total refined products
volumes                     330    321     321      325     312
Refinery Runs
Crude processing rates
(thousand barrels per day):
Crude Supply Agreement         233    246     238      235     220
Other crude oil                 40     28      30       36      40
Total crude oil              273    274     268      271     260
(A)  Sales volumes include sales to affiliates.
Table 19 - LCR Unaudited Balance Sheet Information
June 30,      December 31,
(Millions of dollars)                          2004            2003
Total current assets                            $418            $316
Property, plant and equipment, net             1,222           1,240
Other assets, net                                 69              81
Total assets                                $1,709          $1,637
Current maturities of long-term debt              $5            $---
Other current liabilities                        612             386
Long-term debt                                   445             450
Loans payable to partners                        264             264
Other liabilities                                122             114
Partners' capital                                261             423
Total liabilities and partners' capital     $1,709          $1,637
Table 20 - LCR Unaudited Cash Flow Information
For the six months ended
June 30,
(Millions of dollars)                           2004            2003
Cash flow from operations                       $299            $169
Capital expenditures                              29              28
Depreciation and amortization                     58              57
Table 21 - Reconciliation of Lyondell's Days of Working Capital
June 30,   March 31,   December 31,
(Millions of dollars)                 2004       2004          2003
Working Capital: (A)
Accounts receivable                 $497       $467          $449
Inventories                          327        334           347
Accounts payable                    (470)      (416)         (431)
Total                              354        385           365
Add: Accounts receivable sold (B)     75         75            75
Adjusted working capital          $429       $460          $440
Days of Working Capital:
Sales and other operating
revenues for the three
months ended                     $1,161     $1,105          $945
Number of days in quarter             91         91            92
Sales per day                      $12.8      $12.1         $10.3
Days of working capital (C)           34         38            43
(A)  Defined as the major controllable components of working capital -
receivables, inventories and payables.
(B)  Receivables sold are added back for consistency as such amounts are
included in sales and in the sales per day calculation.  Management
believes that this provides useful information to investors because
it reflects Lyondell's and Equistar's responsibility for
administration and collection of said amounts.
(C)  Days of working capital are calculated as adjusted working capital
divided by sales per day.
Table 22 - Reconciliation of Equistar's Days of Working Capital
June 30,   March 31,  December 31,
(Millions of dollars)                  2004        2004        2003
Working Capital: (A)
Accounts receivable (B)             $732        $608        $608
Inventories                          512         473         408
Accounts payable                    (571)       (504)       (513)
Total                              673         577         503
Add:  Accounts receivable sold (C)   122         217         102
Adjusted working capital          $795        $794        $605
Days of Working Capital:
Sales and other operating
revenues for the three months
ended                            $2,099      $1,962      $1,665
Number of days in quarter             91          91          92
Sales per day                      $23.1       $21.6       $18.1
Days of working capital (B) (D)       34          37          33
(A) Defined as the major controllable components of working capital --
receivables, inventories and payables.
(B) In consideration of discounts offered to certain customers for early
payment for product delivered in June 2004, some receivable amounts
were collected in June 2004 that otherwise would have been expected
to be collected in July 2004, including $42 million from OCHC.
Similarly, in March 2004 and December 2003, $39 million and
$41 million, respectively, was received from OCHC.  Had these early
payments not been received, days of working capital would have been
36 days, 39 days and 36 days at June 30 and March 31, 2004 and
December 31, 2003, respectively.
(C) Receivables sold are added back for consistency as such amounts are
included in sales and in the sales per day calculation.  Management
believes that this provides useful information to investors because
it reflects Lyondell's and Equistar's responsibility for
administration and collection of said amounts.
(D) Days of working capital are calculated as adjusted working capital
divided by sales per day.

SOURCE Lyondell Chemical Company


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