8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC. 20549

                                    FORM 8-K

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

        Date of Report (date of earliest event reported): April 16, 2003

                             Equistar Chemicals, LP
             (Exact name of registrant as specified in its charter)

            Delaware                  333-76473                  76-0550481
(State or other jurisdiction of      (Commission              (I.R.S. Employer
       incorporation)                File Number)            Identification No.)

                              1221 McKinney Street
                         Suite 700, Houston, Texas 77010
              (Address of principal executive offices and zip code)

        Registrant's telephone number, including area code: 713-652-7200




Item 5. Other Events.

On April 16, 2003 Equistar Chemicals, LP ("Equistar") announced that it will
sell $450 million of 10-5/8% senior notes at par in a private placement offering
announced earlier this week. The notes will mature May 1, 2011. Equistar's April
16, 2003 press release regarding the offering is being filed with this Current
Report on Form 8-K as Exhibit 99.1.

Item 7. Financial Statements and Exhibits.

        (c) Exhibits.

            99.1     Press Release




                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                             Equistar Chemicals, LP

                             By: /s/ Gerald A. O'Brien
                                 -----------------------------------------------
                                Gerald A. O'Brien
                                Vice President, General Counsel and Secretary

Date:    April 16, 2003




                                INDEX TO EXHIBITS

Exhibit
Number            Description
- -------           -----------
99.1              Press Release

EX-99.1

                                                                    Exhibit 99.1

News Release

For information contact:
Media - Anne M. Knisely (713) 309-2643
Investors - Doug Pike (713) 309-7141

              Equistar to Sell $450 Million of 10-5/8% Senior Notes

     HOUSTON, April 16, 2003 - Equistar Chemicals, LP, a joint venture of
Lyondell Chemical Company (NYSE: LYO) and Millennium Chemicals Inc. (NYSE: MCH),
today announced it will sell $450 million of 10-5/8% senior notes at par in a
private placement offering announced earlier this week. The notes will mature
May 1, 2011, and are redeemable by Equistar at specified premiums on or after
May 1, 2007. Equistar will use the net proceeds to prepay $300 million of 8-1/2%
bonds due in 2004 and approximately $122 million of the $296 million of
outstanding term loans under Equistar's credit facility, plus any applicable
premiums. The offering is expected to close April 22, 2003.

     The senior notes will be offered only to qualified institutional buyers and
other eligible purchasers in a private placement offering. The notes will not be
registered under the Securities Act of 1933 and may not be offered or sold in
the United States absent registration or an applicable exemption from
registration.

                                      # # #

FORWARD-LOOKING STATEMENTS
The statements in this release 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, future global economic conditions, further increases in raw material
and/or energy costs, access to capital markets, industry production capacity and
operating rates, the supply/demand balance for Equistar's products, competitive
products and pricing pressures, technological developments, changes in
governmental regulations and other risk factors. For more detailed information
about the factors that could cause actual results to differ materially, please
refer to Equistar's Annual Report on Form 10-K for the year ended December 31,
2002, filed with the Securities and Exchange Commission in March 2003.