Lyondell Reports Third-Quarter 2006 Results
Highlights
PRNewswire-FirstCall
HOUSTON
(NYSE:LYO)

HOUSTON, Oct. 26 /PRNewswire-FirstCall/ -- Lyondell Chemical Company (NYSE: LYO) today announced net income for the third quarter 2006 of $57 million, or 22 cents per share on a fully diluted basis. These results include after-tax charges of $114 million related to an August 2006 refinery transaction and $69 million for the impairment of the net book value of the Lake Charles, La., ethylene facility. [See Table 2 below for additional charges.] These results compare with net income of $10 million, or 4 cents per share, for the third quarter 2005, and net income of $160 million, or 62 cents per share, for the second quarter 2006. For the first nine months of 2006, net income was $507 million, or $1.96 per share on a fully diluted basis, including the charges described above, compared with $390 million, or $1.50 per share, during the first nine months of 2005.

  Table 1 - Lyondell Earnings Summary
Millions of dollars,
except per share amounts
1st Nine 1st Nine
3Q      3Q      2Q     Months   Months
2006    2005    2006     2006     2005
Sales and other
operating revenues              $6,154  $4,790  $5,072  $15,983  $13,606
Net income                           57      10     160      507      390
Basic earnings per share           0.23    0.04    0.65     2.05     1.59
Diluted earnings per share (a)     0.22    0.04    0.62     1.96     1.50
Basic weighted average shares
outstanding (millions)           247.7   246.5   247.4    247.3    245.6
Diluted weighted average shares
outstanding (millions) (a)       260.5   260.4   260.1    260.0    259.7
(a) Includes the dilutive effect of the convertible debentures, stock
options and warrants.
Table 2 - Charges (Benefits) Included in Lyondell's Results
Millions of dollars
1st Nine 1st Nine
3Q      3Q      2Q     Months   Months
2006    2005    2006     2006     2005
Pretax Charges (Benefits):
Lake Charles ethylene
facility impairment (a)         $ 106   $ ---   $ ---    $ 106    $ ---
Lake Charles TDI plant
impairment (b)                    ---     195     ---      ---      195
Refining segment contract
termination cost (c)              176     ---     ---      176      ---
Houston Refining LP - related
settlement (d)                    ---     ---     ---      (70)     ---
Mutual insurance consortia losses   10      30     ---       15       44
Debt retirement charges             21       7     ---       21       28
Net after-tax effect                 203     151     ---      161      174
Effect on diluted earnings
per share                          0.78    0.58     ---     0.62     0.67
Need to add per share effect here
(a)  Represents impairment of the carrying value of the Lake Charles,
La., ethylene facility and related assets, which is part of the
Ethylene, Co-Products & Derivatives segment.
(b)  Represents impairment of the carrying value of the Lake Charles,
La., toluene diisocyanate (TDI) facility, which is part of the PO &
Related Products segment.
(c)  Represents Lyondell's 58.75 percent share of the cost to terminate
Houston Refining LP's ("Houston Refining") previous crude supply
agreement.
(d)  Represents the impact of the resolution of various matters among
Houston Refining, its owners and their affiliates.

Aside from the previously mentioned charges, third-quarter business results improved versus the second quarter 2006, with strength in both chemicals and refining. The ethylene segment benefited from increased prices, while propylene oxide (PO) and PO derivatives reported higher sales volumes and margins. Refining segment results improved, primarily as a result of increased ownership in the Houston refinery and the related change in the crude supply contract.

"In a period of continued volatility in the energy and chemical markets, our product mix and operating flexibility performed well, producing strong third-quarter results. In addition, the refinery continued to set new records and operate above stated capacity for the second quarter in a row," said Dan F. Smith, president and CEO of Lyondell Chemical Company. "Our strong results positioned us to call an additional $430 million of debt on Oct. 24. After completing this prepayment, debt repayment will approach $900 million for the year."

OUTLOOK

Through October, ethylene chain margins have remained strong despite price declines in response to energy prices. However, there are continued pressures as a result of inventory destocking, seasonal demand patterns and continued energy price volatility. PO and PO derivative product prices, margins and volumes are generally more stable. In fuel products, margins are following typical seasonal trends, as energy-price volatility is coupled with the expected slowdown between the summer driving and winter heating seasons.

"The fundamental economic and market conditions for our industry continue to be quite good, despite the increased turbulence caused by the energy markets. I believe that somewhat lower energy prices ultimately will serve as a positive stimulus to extend the chemical cycle," said Smith. "The new crude supply contract and 100 percent ownership of the refinery are expected to provide strong cash flow, in addition to further expanding the diversification of our portfolio. We appreciate the investment community's favorable response to the transaction."

LYONDELL BUSINESS RESULTS DISCUSSION BY REPORTING SEGMENT

Lyondell operates in four segments: 1) Ethylene, co-products and derivatives; 2) PO and related products; 3) Inorganic chemicals; and 4) Refining.

Ethylene, Co-products and Derivatives Segment -- The primary products of this segment are ethylene, ethylene co-products (propylene, butadiene and benzene), and derivatives of ethylene (polyethylene, ethylene oxygenates and vinyl acetate monomer or VAM).

   Table 3 - Ethylene, Co-Products & Derivatives Financial Overview (a)
Millions of dollars                                     1st Nine 1st Nine
3Q      3Q      2Q     Months   Months
2006    2005    2006     2006     2005
Sales and other
operating revenues             $ 3,603 $ 2,988 $ 3,401 $ 10,156  $ 8,811
Operating income (b)                173      21     181      653      613
EBITDA (c)                          372     116     279    1,048      896
(a)  See Table 7 for additional segment information.
(b)  Operating income for the third quarter and first nine months of 2006
included an impairment charge of $106 million, which is excluded
from EBITDA.
(c)  See Table 10 for a reconciliation of segment EBITDA to net income of
Lyondell.

Third-quarter 2006 results include a pretax charge of $106 million related to the impairment of the net book value of the Lake Charles ethylene facility.

3Q06 v. 2Q06 - Ethylene and ethylene derivative product sales volumes decreased by approximately 95 million pounds (3 percent) versus the second quarter 2006. Quarterly average prices for ethylene, polyethylene and ethylene glycol each increased by approximately 4 cents per pound, compared with the second quarter 2006. The company's average cost-of-ethylene- production metric (COE) was relatively unchanged versus the second quarter as increases in the natural-gas-based raw material component of the metric were offset by declines in the crude-oil-based raw material component. Acetyls results were unchanged as margin increases were offset by lower sales volumes.

3Q06 v. 3Q05 - Ethylene and ethylene derivative product sales volumes were comparable to the third quarter 2005. The quarterly average prices for ethylene, polyethylene and ethylene glycol increased by approximately 9 cents per pound, 12 cents per pound and 5 cents per pound, respectively. The company's average COE metric increased by approximately 1 cent per pound, primarily due to increased natural-gas-based raw material costs. Acetyls results improved by approximately $10 million as increased product prices and margins more than offset the impact of reduced methanol sales volumes.

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

   Table 4 - PO & Related Products Financial Overview (a)
Millions of dollars                                     1st Nine 1st Nine
3Q      3Q      2Q     Months   Months
2006    2005    2006     2006     2005
Sales and other
operating revenues             $ 1,900 $ 1,843 $ 1,763  $ 5,307  $ 4,923
Operating income (b)                133      65     108      358      281
EBITDA (c)                          195     321     170      540      653
(a)  See Table 7 for additional segment information.
(b)  Operating income for the third quarter and first nine months of 2005
included an impairment charge of $195 million, which is excluded
from EBITDA.
(c)  See Table 10 for a reconciliation of segment EBITDA to net income of
Lyondell.

Third-quarter 2005 results included a $195 million charge related to the impairment of the Lake Charles TDI facility.

3Q06 v. 2Q06 - Overall results increased by approximately $25 million versus the second quarter 2006. PO and PO derivative results increased by approximately $25 million due to an approximate 50 million pound (7 percent) increase in sales volumes and increased margins. MTBE, styrene and TDI results were relatively unchanged.

3Q06 v. 3Q05 - MTBE results declined by approximately $170 million due to lower margins as raw material margins declined by approximately 95 cents per gallon from record performance in last year's hurricane-impacted quarter. TDI results increased by approximately $35 million (excluding the impairment) to roughly break even due to a combination of increased prices coupled with lower ongoing operating costs resulting from last year's shutdown of the Lake Charles TDI facility. PO and PO derivative results increased by approximately $10 million due to a combination of increased margins and sales volume. Styrene results were unchanged.

Inorganic Chemicals Segment - The principal product of the inorganic chemicals segment is titanium dioxide (TiO2).

   Table 5 - Inorganic Chemicals Financial Overview (a)
Millions of dollars                                     1st Nine 1st Nine
3Q       3Q       2Q       Months    Months
2006     2005     2006       2006      2005
Sales and other
operating revenues         $ 341    $ 345    $ 359    $ 1,042    $ 1,005
Operating income               (5)     (16)       5         20         21
EBITDA (b)                     25        3       33        102        102
(a)  See Table 7 for additional segment information.
(b)  See Table 10 for a reconciliation of segment EBITDA to net income of
Lyondell.

3Q06 v. 2Q06 - Sales volumes declined by approximately 9,000 metric tons due to decreased U.S. industry demand and European production problems. Average sales prices declined by approximately $15 per metric ton.

3Q06 v. 3Q05 - Sales prices increased by approximately $50 per metric ton while operating costs declined, resulting in approximately a $25 million improvement in results. This was partially offset by a 10,000 metric ton reduction in sales volume.

Refining Segment - Lyondell owned a 58.75 percent interest in Houston Refining LP (formerly known as LYONDELL-CITGO Refining LP) prior to Aug. 16, 2006, at which time Lyondell purchased the remaining 41.25 percent interest from CITGO Petroleum Corporation.

   Table 6 - Refining Financial Overview - 100% Basis (a)
Millions of dollars                                   1st Nine   1st Nine
3Q         3Q         2Q       Months     Months
2006       2005       2006       2006       2005
Sales and other
operating revenues   $ 2,288    $ 2,202    $ 2,411    $ 6,793    $ 5,301
Operating income (b)      (98)       100        163        227        255
EBITDA (b) (c)            (54)       130        194        333        341
(a)  The Refining segment information presented above represents the
historical operating results of Houston Refining on a 100 percent
basis, and does not reflect purchase accounting adjustments.  See
Table 7 for additional segment information.
(b)  Operating income for the first nine months of 2006 includes third
quarter 2006 charges of $300 million for the termination of the
previous crude supply contract with PDVSA and a second quarter
charge of $8 million representing reimbursement to Lyondell of legal
fees and expenses paid by Lyondell on behalf of Houston Refining
related to a settlement.
(c)  See Table 10 for a reconciliation of segment EBITDA to net income of
Houston Refining.

Prior to Aug. 16, Lyondell's interest was accounted for by the equity method. As a result of the acquisition, Houston Refining's operations are consolidated from Aug. 16.

Third-quarter Houston Refining results included a $300 million charge related to the cancellation of the previous crude supply contract with Petroleos de Venezuela S.A. (PDVSA). The refining results summarized in Table 6 reflect the full charge; however, only 58.75 percent, or $176 million, of the charge is included in Lyondell's results of operations. The remaining $124 million is included in the purchase price.

The following review is on a 100 percent basis.

3Q06 v. 2Q06 - Crude processing rates averaged 270,000 barrels per day, unchanged versus the second quarter 2006. Margins increased by approximately $50 million due to a combination of improved Venezuelan crude contract margins and the absence of negative impacts related to second-quarter catalyst changes and property tax changes. Lower spot crude margins offset a portion of the margin improvement.

3Q06 v. 3Q05 - Crude processing rates increased by 25,000 barrels per day to 270,000 barrels per day versus the hurricane-impacted third quarter of 2005. Spreads on non-Venezuelan crude were relatively unchanged versus last year, while the spread on Venezuelan crude increased by several dollars per barrel.

Cash Distributions and Debt Reduction

Equistar Chemicals, LP to Lyondell Chemical Company and Millennium Chemicals Inc. - During the third quarter 2006, Lyondell Chemical Company received $53 million of distributions from Equistar. Millennium received $22 million from Equistar during the third quarter 2006.

Millennium to Lyondell Chemical Company - There were no dividends paid by Millennium to Lyondell Chemical Company during the third quarter 2006.

Debt Reduction - During the third quarter, Millennium prepaid $10 million of debt.

Receivable Facilities Utilization - As of Sept. 30, 2006, Lyondell's receivable facility was unutilized and Equistar's receivable facility was utilized at $90 million.

Third-Quarter Financing Activity - Lyondell completed several financing activities related to the refinery transaction during the quarter, ultimately leading to:

   --  Issuance of $1.775 billion in new 7-year term loans
--  Issuance of a new $1.06 billion 5-year revolving credit facility
--  Issuance of $875 million of new 8 percent, 8-year unsecured bonds
--  Issuance of $900 million of new 8 1/4 percent, 10-year unsecured
bonds
--  Elimination of Lyondell Chemical Company's previous revolving credit
facility
--  Elimination of Houston Refining's previous term loans and revolving
credit facility
--  Repayment of $760 million of the 9 5/8 percent bonds due 2007
Subsequent Financing Activity -
--  On Oct. 6, Lyondell called for repayment the remaining $87 million of
the 9 5/8 percent bonds due in 2007.
--  On Oct. 24, Lyondell called for repayment the remaining $430 million
of its 9 1/2 percent bonds due in 2008.
CONFERENCE CALL

Lyondell will host a conference call today, Oct. 26, 2006, 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 pass code 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 Oct. 26 to 6 p.m. ET on Nov. 3. The dial-in numbers are 888-562-0231 (U.S.) and 203-369-3168 (international). The pass code for each is 5549. Web replay will be available at 2:30 p.m. ET Oct. 26 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 Oct. 26 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 refiner of heavy, high-sulfur crude oil and a significant producer of gasoline-blending components. Lyondell is a global company operating on five continents and employs approximately 11,000 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. These forward-looking statements are based upon the current beliefs and expectations of management, and are subject to significant 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; industry production capacities and operating rates; uncertainties associated with the U.S. and worldwide economies; legal, tax and environmental proceedings; cyclical nature of the chemical and refining industries; operating interruptions; current and potential governmental regulatory actions; terrorist acts; international political unrest; competitive products and pricing; Lyondell's ability to implement its business strategies, including whether the expected benefits of Lyondell's acquisition of Houston Refining are achieved to the extent and in the time period anticipated; risks of doing business outside of the U.S.; access to capital markets; technological developments; and other risk factors. 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, 2005 and Quarterly Reports on Form 10-Q for the quarter ended September 30, 2006, which will be filed with the SEC in November 2006, and Lyondell's Current Report on Form 8-K filed on September 7, 2006.

  Table 7 - Selected Unaudited Segment Financial Information (a)
For the three       For the nine
months ended        months ended
September 30, June 30,  September 30,
(Millions of dollars)             2006    2005    2006    2006    2005
Sales and other operating
revenues: (b)
Ethylene, Co-Products &
Derivatives                    $3,603  $2,988  $3,401  $10,156  $8,811
PO & Related Products            1,900   1,843   1,763    5,307   4,923
Inorganic Chemicals                341     345     359    1,042   1,005
Refining                         2,288   2,202   2,411    6,793   5,301
Operating income:
Ethylene, Co-Products &
Derivatives (c)                  $173     $21    $181     $653    $613
PO & Related Products (d)          133      65     108      358     281
Inorganic Chemicals                 (5)    (16)      5       20      21
Refining (e)                       (98)    100     163      227     255
Depreciation and amortization:
Ethylene, Co-Products &
Derivatives                       $94     $95     $96     $288    $286
PO & Related Products               57      59      59      172     177
Inorganic Chemicals                 24      26      25       73      76
Refining                            44      30      31      106      86
EBITDA: (f)
Ethylene, Co-Products &
Derivatives                      $372    $116    $279   $1,048    $896
PO & Related Products              195     321     170      540     653
Inorganic Chemicals                 25       3      33      102     102
Refining (e)                       (54)    130     194      333     341
Capital expenditures:
Ethylene, Co-Products &
Derivatives                       $44     $34     $43     $110    $103
PO & Related Products               21       6      18       54      28
Inorganic Chemicals                 19      13      13       42      32
Refining                            61      38      49      170     121
(a) See Table 9 for a reconciliation of segment information for the three
months and nine months ended September 30, 2006 and 2005 and for the
three months ended June 30, 2006 to consolidated Lyondell financial
information.  The Refining information presented above represents
operating results of Houston Refining LP ("Houston Refining") on a
100 percent basis.  Lyondell acquired the remaining 41.25 percent of
Houston Refining on August 16, 2006 (the "August 2006 Acquisition").
From August 16, 2006, depreciation and amortization, as well as
operating income, reflect the effects of that acquisition.  See
Tables 21 through 23 for additional Houston Refining financial
information.
(b) Sales include sales to affiliates and intersegment sales.
(c) Includes a $106 million charge for the three and nine months ended
September 30, 2006 for the impairment of the carrying value of the
Lake Charles, La., ethylene facility.
(d) Includes a $195 million charge for the three and nine months ended
September 30, 2005 for the impairment of the carrying value of the
Lake Charles, La., TDI facility.
(e) Includes a charge for the three and nine months ended
September 30, 2006 of $300 million for the termination of Houston
Refining's previous crude supply agreement with PDVSA and a charge
for the three months ended June 30, 2006 and the nine months ended
September 30, 2006 of $8 million representing reimbursement to
Lyondell of legal fees and expenses paid by Lyondell on behalf of
Houston Refining related to the settlement.
(f) See Table 10 for reconciliation of segment EBITDA to net income.
Table 8 - Selected Segment Sales Volumes (a) (b)
For the three months  For the nine
ended         months ended
June
September 30,   30,  September 30,
2006   2005   2006   2006   2005
Ethylene, Co-Products and
Derivatives (in millions)
Ethylene and derivatives (pounds)  2,836  2,834  2,930  8,637  8,590
Polyethylene included above
(pounds)                        1,353  1,409  1,489  4,175  4,087
Co-products, nonaromatic (pounds)  2,171  1,899  2,154  6,291  5,795
Aromatics (gallons)                   89    100     88    266    309
PO and Related Products (in millions)
PO and derivatives (pounds)          813    790    763  2,410  2,405
Co-products:
Styrene monomer (pounds)         1,208    953  1,031  3,221  2,980
MTBE and other TBA
derivatives (gallons)             321    298    290    908    878
Inorganic Chemicals (thousand
metric tons)
TiO2                                 149    160    158    458    456
Refined products (thousand
barrels per day)
Gasoline                           112    125    116    114    117
Diesel and heating oil              84     85     82     90     86
Jet fuel                            22     16     11     14     15
Aromatics                            7      7      7      7      8
Other refined products             112     92    118    115     83
Total refined products volumes   337    325    334    340    309
Refinery Runs
Crude processing rates (thousand
barrels per day)
Crude oil contract                 214    212    227    221    199
Other crude oil                     56     33     44     47     34
Total crude oil                  270    245    271    268    233
(a)  The Refining information presented above represents the historical
operating results of Houston Refining on a 100 percent basis.
(b)  Sales volumes include sales to affiliates and intersegment sales.
Table 9 - 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
September 30, 2006:
Segment Data
Ethylene, Co-Products
& Derivatives               $3,603    $173        $94           $44
PO & Related Products         1,900     133         57            21
Inorganic Chemicals             341      (5)        24            19
Refining (a)                  1,083      81         28            29
Other (b)                      (773)    ---          2             2
Total                         $6,154    $382       $205          $115
For the three months ended
September 30, 2005:
Segment Data
Ethylene, Co-Products
& Derivatives               $2,988     $21        $95           $34
PO & Related Products         1,843      65         59             6
Inorganic Chemicals             345     (16)        26            13
Other (b)                      (386)     (5)         2           ---
Total                         $4,790     $65       $182           $53
For the three months ended
June 30, 2006:
Segment Data
Ethylene, Co-Products
& Derivatives               $3,401    $181        $96           $43
PO & Related Products         1,763     108         59            18
Inorganic Chemicals             359       5         25            13
Other (b)                      (451)     (1)         1             2
Total                         $5,072    $293       $181           $76
For the nine months ended
September 30, 2006:
Segment Data
Ethylene, Co-Products
& Derivatives              $10,156    $653       $288          $110
PO & Related Products         5,307     358        172            54
Inorganic Chemicals           1,042      20         73            42
Refining (a)                  1,083      81         28            29
Other (b)                    (1,605)     (5)         6             4
Total                        $15,983  $1,107       $567          $239
For the nine months ended
September 30, 2005:
Segment Data
Ethylene, Co-Products
& Derivatives               $8,811    $613       $286          $103
PO & Related Products         4,923     281        177            28
Inorganic Chemicals           1,005      21         76            32
Other (b)                    (1,133)    (10)         6             2
Total                        $13,606    $905       $545          $165
(a) The Refining segment information reflects the consolidation of Houston
Refining prospectively from August 16, 2006.  For periods prior to
August 16, 2006, Houston Refining was accounted for as an equity
investment.
(b) Includes elimination of intersegment transactions and items not
allocated to segments.
Table 10 - Reconciliation of Segment EBITDA to Net Income
For the three    For the nine
months ended     months ended
Sept. 30,  June 30,  Sept. 30,
(Millions of dollars)              2006   2005   2006   2006   2005
LYONDELL
Segment EBITDA:
Ethylene, Co-Products & Derivatives  $372  $116  $279  $1,048  $896
PO & Related Products                 195   321   170     540   653
Inorganic Chemicals                    25     3    33     102   102
Refining (a)                          109   ---   ---     109   ---
Other                                   4    (1)  ---      76    (2)
Add:
Income (loss) from equity
investment in Houston Refining(a) (104)   53    86      73   139
Deduct:
Depreciation and amortization      (205) (182) (181)   (567) (545)
Interest expense, net              (158) (149) (125)   (411) (462)
Benefit from (provision for)
income taxes                       (48)   54   (98)   (324) (160)
Charges related to impairment
of assets                         (112) (198)   (4)   (118) (203)
Debt prepayment premiums
and charges                        (21)   (7)  ---     (21)  (28)
Lyondell net income                   $57   $10  $160    $507  $390
Refining EBITDA (b)                  $(54) $130  $194    $333  $341
Deduct:
Depreciation and amortization       (44)  (30)  (31)   (106)  (86)
Interest expense, net               (17)   (9)  (12)    (40)  (26)
Income taxes                          8   ---    (8)    ---   ---
Houston Refining net income         $(107)  $91  $143    $187  $229
(a) The Refining segment information reflects the consolidation of
Houston Refining prospectively from August 16, 2006.  For periods
prior to August 16, 2006, Houston Refining was accounted for as an
equity investment.
(b) The Refining information presented represents operating results of
Houston Refining on a 100 percent basis.
Table 11 - Lyondell Unaudited Income Statement Information (a)
For the three        For the nine
months ended        months ended
September 30, June 30,   September 30,
(Millions of dollars, except
per share data)                 2006    2005    2006     2006     2005
Sales and other operating
revenues                      $6,154  $4,790  $5,072  $15,983  $13,606
Cost of sales                   5,593   4,548   4,586   14,350   12,211
Selling, general and
administrative expenses          156     154     169      456      422
Research and development
expenses                          23      23      24       70       68
Operating income              382      65     293    1,107      905
Income (loss) from equity
investment in Houston
Refining (b)                    (104)     53      86       73      139
Income from other equity
investments                        2       2       3        4        2
Interest expense, net            (158)   (149)   (125)    (411)    (462)
Other income (expense), net       (17)    (15)      1       58      (34)
Income (loss) before
income taxes                 105     (44)    258      831      550
Provision for (benefit from)
income taxes                      48     (54)     98      324      160
Net income                        $57     $10    $160     $507     $390
Basic earnings per share        $0.23   $0.04   $0.65    $2.05    $1.59
Diluted earnings per share      $0.22   $0.04   $0.62    $1.96    $1.50
Weighted average shares (in
millions):
Basic                      247.7   246.5   247.4    247.3    245.6
Diluted                    260.5   260.4   260.1    260.0    259.7
(a)  Results of operations reflect the consolidation of Houston Refining
prospectively from August 16, 2006.  For periods prior to
August 16, 2006, Houston Refining was accounted for as an equity
investment.
(b)  Includes a $176 million charge for the three and nine months ended
September 30, 2006 representing Lyondell's 58.75 percent share of
the $300 million cost to terminate Houston Refining's previous
crude supply agreement.
Table 12 - Lyondell Unaudited Cash Flow Information (a)
For the nine months ended
September 30,
(Millions of dollars)                          2006              2005
Net income                                     $507              $390
Adjustments:
Depreciation and amortization              567               545
Asset impairments                          118               203
Equity investments -
Amounts included in net income        (77)             (141)
Distributions of earnings              73               140
Deferred income taxes                      108               112
Debt prepayment premiums and charges        21                28
Changes in assets and liabilities:
Accounts receivable                       (185)             (345)
Inventories                               (163)             (142)
Accounts payable                          (144)              322
Other, net                                     (206)              (34)
Cash provided by
operating activities                 619             1,078
Acquisition of Houston Refining
and related payments, net of
cash acquired                               (2,413)              ---
Contributions and advances to affiliates        (82)              (90)
Expenditures for property, plant
and equipment                                 (239)             (165)
Distributions from affiliates in
excess of earnings                             117               123
Other                                             6                 3
Cash used in investing activities  (2,611)             (129)
Issuance of long-term debt                    4,357                99
Repayment of long-term debt (b)              (2,114)           (1,072)
Net borrowings on revolving credit
facility                                         6               ---
Dividends paid                                 (167)             (167)
Proceeds from stock option exercises             14                46
Other                                           ---                 4
Cash provided by (used in)
financing activities               2,096            (1,090)
Effect of exchange rate changes on cash           4               (11)
Increase (decrease) in cash and
cash equivalents                              $108             $(152)
(a) Houston Refining became a wholly-owned subsidiary as of
August 16, 2006.  Prior to August 16, 2006, Lyondell's investment in
Houston Refining was accounted for on an equity basis.
(b) Includes prepayment premiums in the nine months ended
September 30, 2006 and 2005 of $27 million and $31 million,
respectively.
Table 13 - Lyondell Unaudited Balance Sheet Information (a) (b)
September 30,   December 31,
(Millions of dollars)                           2006            2005
Cash and cash equivalents                       $701            $593
Accounts receivable, net                       2,370           1,677
Inventories                                    2,183           1,657
Prepaid expenses and other current assets        109             176
Deferred tax assets                              233             198
Total current assets                       5,596           4,301
Property, plant and equipment, net             9,104           6,530
Investments and long-term receivables:
Investment in PO joint ventures              777             776
Investment in and receivable
from Houston Refining                       ---             186
Other investments and long-term
receivables                                 124             114
Goodwill, net                                  2,134           2,245
Other assets, net                                948             828
Total assets                             $18,683         $14,980
Current maturities of long-term debt            $109            $319
Accounts payable                               2,119           1,453
Accrued liabilities                            1,028             797
Total current liabilities                  3,256           2,569
Long-term debt                                 8,494           5,974
Other liabilities                              1,726           1,786
Deferred income taxes                          1,562           1,463
Minority interest                                171             180
Stockholders' equity (248,479,864 and
247,050,234 shares outstanding
at September 30, 2006 and
December 31, 2005, respectively)             3,474           3,008
Total liabilities and
stockholders' equity                    $18,683         $14,980
(a) Reflects Lyondell and its consolidated subsidiaries including Houston
Refining at September 30, 2006.  Prior to August 16, 2006, Lyondell's
investment in Houston Refining was accounted for on an equity basis.
(b) The purchase price allocation and other information related to
Houston Refining used in the preparation of this financial data are
preliminary.  Lyondell is seeking additional information related to
the fair value of certain assets acquired and liabilities assumed.
The finalization of these matters is not expected to have a material
effect on the purchase price allocation.
Table 14 - Lyondell Selected Equity Investment Activity
For the nine     For the twelve
months ended      months ended
September 30,     December 31,
(Millions of dollars)                       2006              2005
Investment in Houston Refining,
beginning of period                        $(90)             $(37)
Lyondell's share of Houston
Refining net income                          73               123
Cash distributions from Houston Refining    (190)             (303)
Cash contributions to Houston Refining        64               128
Consolidation of Houston Refining            143               ---
Other                                        ---                (1)
Investment in Houston
Refining, end of period               $---              $(90)
September 30,      December 31,
2006              2005
Investment in and receivable from
Houston Refining
Investment in Houston Refining              $---              $(90)
Houston Refining note receivable             ---               229
Houston Refining interest receivable         ---                47
Total                                   $---              $186
Tables 15 through 23 represent additional financial information
on a 100% basis for Equistar, Millennium and Houston Refining LP.
Table 15 - Equistar Unaudited Income Statement Information (a)
For the three      For the nine
months ended      months ended
September 30, June 30,  September 30,
(Millions of dollars)              2006    2005    2006    2006    2005
Sales and other operating
revenues (b)                    $3,480  $2,867  $3,278  $9,794  $8,428
Cost of sales                     3,151   2,776   3,028   8,849   7,640
Impairment charge                   135     ---     ---     135     ---
Selling, general and
administrative expenses             54      53      61     163     151
Research and development expenses     8       8       9      25      25
Operating income                132      30     180     622     612
Interest expense, net               (55)    (56)    (52)   (160)   (164)
Other income (expense)                1      (2)    ---     ---      (2)
Net income (c)                      $78    $(28)   $128    $462    $446
(a)  Represents information for Equistar on the basis reflected in
Equistar's financial statements as filed in its Annual Report on
Form 10-K.
(b)  Sales and other operating revenues include sales to affiliates.
(c)  As a partnership, Equistar is not subject to federal income taxes.
Table 16 - Equistar Unaudited Balance Sheet Information (a)
September 30,  December 31,
(Millions of dollars)                          2006            2005
Cash and cash equivalents                       $38            $215
Accounts receivable, net                      1,265             924
Inventories                                     791             657
Prepaid expenses and other current assets        37              53
Total current assets                      2,131           1,849
Property, plant and equipment, net            2,847           3,063
Investments                                      65              58
Other assets, net                               310             350
Total assets                             $5,353          $5,320
Current maturities of long-term debt           $---            $150
Accounts payable                                878             735
Accrued liabilities                             247             275
Total current liabilities                 1,125           1,160
Long-term debt                                2,160           2,161
Other liabilities and deferred revenues         398             416
Partners' capital                             1,670           1,583
Total liabilities and partners' capital  $5,353          $5,320
(a) Represents information for Equistar on the basis reflected in
Equistar's financial statements as filed in its Annual Report
on Form 10-K.
Table 17 - Equistar Unaudited Cash Flow Information (a)
For the nine months ended
September 30,
(Millions of dollars)                               2006           2005
Net income                                          $462           $446
Adjustments:
Depreciation and amortization                       243            238
Asset impairment                                    135            ---
Deferred maintenance turnaround expenditures        (11)           (51)
Changes in assets and liabilities:
Accounts receivable                                (341)          (191)
Inventories                                        (138)           (94)
Accounts payable                                    142            340
Other, net                                           (42)           (26)
Cash provided by operating activities              450            662
Expenditures for property, plant and equipment       (105)          (103)
Other                                                  2              3
Cash used in investing activities                 (103)          (100)
Distributions to owners                             (375)          (475)
Repayment of long-term debt                         (150)            (1)
Other                                                  1              7
Cash used in financing activities                 (524)          (469)
Increase (decrease) in cash and cash equivalents   $(177)           $93
(a) Represents information for Equistar on the basis reflected in
Equistar's financial statements as filed in its Annual Report
on Form 10-K.
Table 18 - Millennium Unaudited Income Statement Information (a)
For the three    For the nine
months ended     months ended
Sept. 30, June 30,   Sept. 30,
(Millions of dollars)               2006  2005  2006    2006    2005
Sales and other operating
revenues (b)                       $496  $489  $509  $1,489  $1,457
Cost of sales                        434   448   445   1,317   1,237
Selling, general and administrative
expenses                             33    77    44     112     165
Research and development expenses      6     5     7      19      17
Asset impairments                      6     3     4      12       8
Other                                ---     2   ---       1       2
Operating income (loss)           17   (46)    9      28      28
Interest expense, net                (19)  (24)  (20)    (52)    (73)
Other income (expense), net (c)        2   (18)   49      23     (22)
Income (loss) before equity
investment, minority interest
and income taxes                ---   (88)   38      (1)    (67)
Income (loss) from equity
investment in Equistar               23    (8)   38     136     132
Income (loss) before income
taxes and minority interest      23   (96)   76     135      65
Provision for (benefit from) income
taxes                                 6   (26)  (39)    (31)     31
Income (loss) before minority
interest                         17   (70)  115     166      34
Minority interest                    ---    (2)   (1)     (2)     (4)
Net income (loss)                    $17  $(72) $114    $164     $30
(a)  Represents information for Millennium on the basis reflected in
Millennium's financial statements as filed in its Annual Report on
Form 10-K.
(b)  Sales and other operating revenues include sales to affiliates.
(c)  Other income (expense), net, for the three months ended June 30,
2006 and nine months ended September 30, 2006 included net credits
of $49 million and $31 million, respectively, related to prior
years' income tax issues.
Table 19 - Millennium Unaudited Balance Sheet Information (a)
Sept. 30,         Dec. 31,
(Millions of dollars)                          2006              2005
Cash and cash equivalents                      $150              $279
Accounts receivable, net                        348               361
Inventories                                     403               429
Prepaid expenses and other current assets        32                64
Deferred tax assets                              65                15
Total current assets                        998             1,148
Property, plant and equipment, net              646               647
Investments in Equistar                         489               464
Goodwill                                        104               104
Other assets, net                               104               110
Total assets                             $2,341            $2,473
Current maturities of long-term debt            $20              $169
Accounts payable                                311               367
Accrued liabilities                             162               156
Total current liabilities                   493               692
Long-term debt                                  868               966
Other liabilities                               612               644
Deferred income taxes                           173               167
Minority interest                                46                42
Stockholder's equity (deficit)
(1,000 shares authorized; 661 shares issued
at September 30, 2006 and December 31, 2005)  149               (38)
Total liabilities and stockholder's equity  $2,341            $2,473
(a)  Represents information for Millennium on the basis reflected in
Millennium's financial statements as filed in its Annual Report on
Form 10-K.
Table 20 - Millennium Unaudited Cash Flow Information (a)
For the nine months ended
September 30,
(Millions of dollars)                          2006              2005
Net income                                     $164               $30
Adjustments:
Asset impairments                           12                 8
Depreciation and amortization               77                82
Debt prepayment charges and premiums         7                10
Deferred income taxes                      (37)              (18)
Equity investment in Equistar -
Amounts included in net income          (136)             (132)
Distributions of earnings                111               132
Changes in assets and liabilities:
Accounts receivable                         22               (10)
Inventories                                 36               (19)
Accounts payable                           (60)              (26)
Other, net                                      (21)               59
Cash provided by operating activities    175               116
Expenditures for property, plant
and equipment                                  (51)              (34)
Distributions from Equistar in
excess of earnings                             ---                 8
Other                                             1               ---
Cash used in investing activities        (50)              (26)
Repayment of long-term debt                    (259)             (349)
Issuance of long-term debt                        1                99
Net borrowings on revolving credit
facility                                         6               ---
Contribution from Lyondell                      ---                 6
Distributions to minority interests             ---                (5)
Other                                            (4)               (1)
Cash used in financing activities       (256)             (250)
Effect of exchange rate changes on cash           2                (6)
Decrease in cash and cash equivalents         $(129)            $(166)
(a)  Represents information for Millennium on the basis reflected in
Millennium's financial statements as filed in its Annual Report on
Form 10-K.
Table 21 - Houston Refining Unaudited Income Statement Information (a)
For the three        For the nine
months ended         months ended
September 30,  June 30,  September 30,
(Millions of dollars)             2006    2005    2006    2006    2005
Sales and other operating
revenues  (b)                  $2,288  $2,202  $2,411  $6,793  $5,301
Cost of sales                    2,072   2,091   2,232   6,219   5,012
Termination of Crude Supply
Agreement                         300     ---     ---     300     ---
Selling, general and
administrative expenses            14      11      16      47      34
Operating income (loss)         (98)    100     163     227     255
Interest expense, net              (17)     (9)    (12)    (40)    (26)
Income (loss) before
income taxes                  (115)     91     151     187     229
Provision for (benefit from)
income taxes  (c)                  (8)    ---       8     ---     ---
Net income (loss)                $(107)    $91    $143    $187    $229
EBITDA (d)                        $(54)   $130    $194    $333    $341
(a)  The Refining information presented represents operating results of
Houston Refining on a 100 percent basis.  The effects of the August
2006 Acquisition are included prospectively from the date of
acquisition.
(b)  Sales and other operating revenues include sales to affiliates.
(c)  Amounts reflected represent Texas state income tax.  As a
partnership, Houston Refining is not subject to federal income
taxes.
(d)  See Table 10 for reconciliation of Houston Refining's net income to
EBITDA.
Table 22 - Houston Refining Unaudited Balance Sheet Information (a)
Sept. 30,        Dec. 31,
(Millions of dollars)                            2006             2005
Total current assets                             $792             $418
Property, plant and equipment, net              2,775            1,328
Other assets, net                                 101               86
Total assets                               $3,668           $1,832
Current maturities of long-term debt             $---               $5
Other current liabilities                         756              800
Long-term debt                                    ---              439
Note payable to Lyondell Chemical Company         785              ---
Loans payable to partners                         229              264
Other liabilities                                 102              113
Partners' capital                               1,796              211
Total liabilities and partners' capital    $3,668           $1,832
(a)  Represents information for Houston Refining on a 100 percent basis.
The September 30, 2006 balances reflect the effects of the August
2006 Acquisition.
Table 23 - Houston Refining Unaudited Cash Flow Information (a)
For the nine months ended
September 30,
(Millions of dollars)                            2006              2005
Cash flow from operations                        $185              $440
Capital expenditures                              170               121
Depreciation and amortization                     106                86
(a)  The Refining information presented represents operating results of
Houston Refining on a 100 percent basis.  The effects of the August
2006 Acquisition are included prospectively from the date of
acquisition.

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

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

Web site: http://www.lyondell.com/
http://www.lyondell.com/earnings


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