8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): November 20, 2007

LYONDELL CHEMICAL COMPANY

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

1-10145 (Commission File Number)	95-4160558 (I.R.S. Employer Identification No.)
1221 McKinney Street, Suite 700, Houston, Texas (Address of principal executive offices)	77010 (Zip Code)

(713) 652-7200

(Registrant’s telephone number, including area code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o                 Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o                 Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o                 Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o                 Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events

Lyondell Chemical Company (“Lyondell”) held a special meeting of its shareholders on November 20, 2007.  At the special shareholder meeting, each of the following proposals was approved by Lyondell’s shareholders:

1. approve and adopt the Agreement and Plan of Merger, dated as of July 16, 2007, among Basell AF, BIL Acquisition Holdings Limited and Lyondell, as such agreement may be amended from time to time.

2. adjourn the special meeting, if necessary, to solicit additional proxies if there are insufficient votes at the time of the special meeting to approve and adopt the merger agreement.

The votes, as tabulated by the independent inspector of elections, were as follows:

1.  Approval and Adoption of Merger Agreement:
	For:	166,895,281
	Against:	747,927
	Abstain:	365,305
	Broker Non-Votes:	0
2.  Adjournment Proposal:
	For:	156,544,739
	Against:	11,049,706
	Abstain:	414,068
	Broker Non-Votes:	0

The press release regarding this matter is being filed with this Current Report on Form 8-K as Exhibit 99.1.

Item 9.01                      Financial Statements and Exhibits

(d)           Exhibits.

99.1 Press Release

SIGNATURE

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.

LYONDELL CHEMICAL COMPANY

By:/s/ Kerry A. Galvin

Name:     Kerry A. Galvin

Title:       Senior Vice President and

General Counsel

Date:  November 20, 2007

INDEX TO EXHIBITS

Exhibit

Number                                Description

99.1 Press Release

EX-99.1

Exhibit 99.1

      NEWS RELEASE

For information, contact:

Media – David A. Harpole (713) 309-4125

Investors – Douglas J. Pike (713) 309-7141

Lyondell Announces Result of Shareholder Vote

on its Acquisition by Basell

HOUSTON, Nov. 20, 2007— Lyondell Chemical Company (NYSE: LYO) announced that, at a Special Meeting of Shareholders held today (the "Meeting"), shareholders approved the Agreement and Plan of Merger, dated as of July 16, 2007, among Basell AF, BIL Acquisition Holdings Limited (“Basell”) and Lyondell pursuant to which Basell will acquire all of Lyondell's outstanding common shares for cash consideration of $48 per share.

In the final vote count by the independent inspectors of election, 168,008,513 Lyondell common shares (approximately 66.2 percent of the outstanding common shares) were represented at the Meeting, in person or by proxy, and the Agreement and Plan of Merger was approved by 65.8 percent of the shares outstanding.

The closing of the transaction is anticipated to occur on or about Dec. 20, 2007.

# # #

Lyondell Chemical Company, headquartered in Houston, Texas, is North America's third-largest independent, publicly traded chemical company. Lyondell is a leading global manufacturer of chemicals and plastics, a refiner of heavy, high-sulfur crude oil and a significant producer of fuel products. Key products include ethylene, polyethylene, styrene, propylene, propylene oxide, gasoline, ultra low-sulfur diesel, MTBE and ETBE.

SOURCE: Lyondell Chemical Company

Lyondell Chemical Company

www.lyondell.com