Lyondell Chemical Co - Statement of Changes in Beneficial Ownership (4)

FORM 4 [ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 Expires: January 31, 2008 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * LESAR DAVID J	2. Issuer Name and Ticker or Trading Symbol LYONDELL CHEMICAL CO [ LYO ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __ X __ Director                      _____ 10% Owner _____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle) 1221 MCKINNEY, SUITE 700	3. Date of Earliest Transaction (MM/DD/YYYY) 12/20/2007
(Street) HOUSTON, TX 77010 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/20/2007		D		13849	D	$48   (1)	0	D

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Stock	(2)	12/20/2007		D			9436	(2)	(2)	Common Stock	9436	$48   (2)	0	D
Deferred Stock Units	(3)	12/20/2007		D			18164	(3)	(3)	Common Stock	18164	$47.20   (3)	0	D

Explanation of Responses:
( 1)	Disposed of on the effective date of the merger pursuant to the Merger Agreement between Lyondell and Basell AF and BIL Acquisition Holdings Limited (?Merger Agreement?) for the merger consideration of $48 per share.
( 2)	Phantom Stock, which convert on a 1 for 1 basis and vested in connection with the merger, was disposed of on the effective date of the merger pursuant to the Merger Agreement for the merger consideration of $48 per share.
( 3)	Deferred Stock Units, which convert on a 1 for 1 basis, were disposed of on the effective date of the merger pursuant to the Merger Agreement and the terms of the Deferred Stock Units based on the closing price of Lyondell's common stock on the last day of the month preceding the effective date of the merger.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
LESAR DAVID J 1221 MCKINNEY, SUITE 700 HOUSTON, TX 77010	X

Signatures
/s/ KERRY A. GALVIN as Attorney In Fact for David J. Lesar		12/20/2007
** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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