EXHIBIT 25.2
 
                                    FORM T-1

                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

                            STATEMENT OF ELIGIBILITY
                   UNDER THE TRUST INDENTURE ACT OF 1939 OF A
                    CORPORATION DESIGNATED TO ACT AS TRUSTEE

                      CHECK IF AN APPLICATION TO DETERMINE
                      ELIGIBILITY OF A TRUSTEE PURSUANT TO
                            SECTION 305(b)(2)  [ ]
                            ----------------------


                             THE BANK OF NEW YORK
              (Exact name of trustee as specified in its charter)

New York                                       13-5160382
(State of incorporation                        (I.R.S. employer
if not a U.S. national bank)                   identification no.)

One Wall Street, New York, N.Y.                10286
(Address of principal executive offices)       (Zip code)

                             ----------------------

                             EQUISTAR CHEMICALS, LP
              (Exact name of obligor as specified in its charter)

Delaware                                       76-0550481
(State or other jurisdiction of                (I.R.S. employer
incorporation or organization)                 identification no.)

                          EQUISTAR FUNDING CORPORATION
              (Exact name of obligor as specified in its charter)

Delaware                                       51-0388569
(State or other jurisdiction of                (I.R.S. employer
incorporation or organization)                 identification no.)

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

                             ______________________

                             8-3/4% Notes due 2009
                      (Title of the indenture securities)

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1.  GENERAL INFORMATION.  FURNISH THE FOLLOWING INFORMATION AS TO THE TRUSTEE:

    (A) NAME AND ADDRESS OF EACH EXAMINING OR SUPERVISING AUTHORITY TO WHICH IT
        IS SUBJECT.
 
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         Name                                           Address
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Superintendent of Banks of the State of      2 Rector Street, New York,
New York                                     N.Y.  10006, and Albany, N.Y. 12203
 
Federal Reserve Bank of New York             33 Liberty Plaza, New York,
                                             N.Y.  10045
 
Federal Deposit Insurance Corporation        Washington, D.C.  20429
 
New York Clearing House Association          New York, New York   10005


    (B) WHETHER IT IS AUTHORIZED TO EXERCISE CORPORATE TRUST POWERS.

    Yes.

2.  AFFILIATIONS WITH OBLIGOR.
 
    IF THE OBLIGOR IS AN AFFILIATE OF THE TRUSTEE, DESCRIBE EACH SUCH
    AFFILIATION.

    None.

16. LIST OF EXHIBITS.

    EXHIBITS IDENTIFIED IN PARENTHESES BELOW, ON FILE WITH THE COMMISSION, ARE
    INCORPORATED HEREIN BY REFERENCE AS AN EXHIBIT HERETO, PURSUANT TO RULE 
    7a-29 UNDER THE TRUST INDENTURE ACT OF 1939 (THE "ACT") AND 17 C.F.R.
    229.10(d).

    1.  A copy of the Organization Certificate of The Bank of New York (formerly
        Irving Trust Company) as now in effect, which contains the authority to
        commence business and a grant of powers to exercise corporate trust
        powers.  (Exhibit 1 to Amendment No. 1 to Form T-1 filed with
        Registration Statement No. 33-6215, Exhibits 1a and 1b to Form T-1 filed
        with Registration Statement No. 33-21672 and Exhibit 1 to Form T-1 filed
        with Registration Statement No. 33-29637.)

    4.  A copy of the existing By-laws of the Trustee.  (Exhibit 4 to Form T-1
        filed with Registration Statement No. 33-31019.)

    6.  The consent of the Trustee required by Section 321(b) of the Act.
        (Exhibit 6 to Form T-1 filed with Registration Statement No. 33-44051.)

    7.  A copy of the latest report of condition of the Trustee published
        pursuant to law or to the requirements of its supervising or examining
        authority.

                                      -2-

 
                                   SIGNATURE



    Pursuant to the requirements of the Act, the Trustee, The Bank of New York,
a corporation organized and existing under the laws of the State of New York,
has duly caused this statement of eligibility to be signed on its behalf by the
undersigned, thereunto duly authorized, all in The City of New York, and State
of New York, on the 8th day of April, 1999.


                                  THE BANK OF NEW YORK



                                  By:     /s/  MICHELE L. RUSSO
                                      ---------------------------------------
                                    Name:  MICHELE L. RUSSO
                                    Title: ASSISTANT TREASURER

                                      -3-

 
                                   SIGNATURE



    Pursuant to the requirements of the Act, the Trustee, The Bank of New York,
a corporation organized and existing under the laws of the State of New York,
has duly caused this statement of eligibility to be signed on its behalf by the
undersigned, thereunto duly authorized, all in The City of New York, and State
of New York, on the 8th day of April, 1999.


                                  THE BANK OF NEW YORK



                                  By:     /s/  MICHELE L. RUSSO
                                      ---------------------------------------
                                    Name:  MICHELE L. RUSSO
                                    Title: ASSISTANT TREASURER

                                      -4-

                                                                       EXHIBIT 7
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                      Consolidated Report of Condition of
                             THE BANK OF NEW YORK
                    of One Wall Street, New York, NY 10286
                    And Foreign and Domestic Subsidiaries.
a member of the Federal Reserve System at the close of business December 31, 
1998 published in accordance with a call made by the Federal Reserve Bank of
this District pursuant to the provisions of the Federal Reserve Act.
 
 
                                                                 Dollar Amounts
ASSETS                                                             in Thousands
                                                               
Cash and balances due from depository institutions:
  Noninterest-bearing balances and currency and coin...........     $ 3,951,273
  Interest-bearing balances....................................       4,134,162
Securities:
  Held-to-maturity securities..................................         932,468
  Available-for-sale securities................................       4,279,246
Federal funds sold and Securities purchased under agreements to 
  resell.......................................................       3,161,626
Loans and lease financing receivables:
  Loans and leases, net of unearned income...........37,861,802
  LESS Allowance for loan and lease losses..............619,791
  LESS Allocated transfer risk reserve....................3,572
  Loans and leases net of unearned income allowance and
   reserve.....................................................      37,238,439
  Trading Assets...............................................       1,551,556
  Premises and fixed assets (including capitalized leases).....         684,181
  Other real estate owned......................................          10,404
  Investments in unconsolidated subsidiaries and associated 
   companies...................................................         196,032
  Customers liability to this bank on acceptances outstanding..         895,160
  Intangible assets............................................       1,127,375
  Other assets.................................................       1,915,742
                                                                    -----------
  Total assets.................................................     $60,077,664
                                                                    ===========
LIABILITIES
Deposits:
  In domestic offices..........................................     $27,020,578
  Noninterest-bearing................................11,271,304
  Interest-bearing...................................15,749,274
  In foreign offices, Edge and Agreement subsidiaries and
   IBFs........................................................      17,197,743
  Noninterest-bearing...................................103,007
  Interest-bearing...................................17,094,736
Federal funds purchased and Securities sold under agreements
 to repurchase.................................................       1,761,170
Demand notes issued to the U.S. Treasury.......................         125,423
Trading liabilities............................................       1,625,632
Other borrowed money:
  With remaining maturity of one year or less..................       1,903,700
  With remaining maturity of more than one year through three 
   years.......................................................               0
  With remaining maturity of more than three years.............          31,639
Banks liability on acceptances executed and outstanding........         900,390
Subordinated notes and debentures..............................       1,308,000
Other liabilities..............................................       2,708,852
                                                                    -----------
Total liabilities..............................................      54,583,127
                                                                    -----------
EQUITY CAPITAL
Common stock...................................................       1,135,284
Surplus........................................................         764,443
Undivided profits and capital reserves.........................       3,542,168
Net unrealized holding gains (losses) on available-for-sale
 securities....................................................          82,367
Cumulative foreign currency translation adjustments............         (29,725)
                                                                    -----------
Total equity capital...........................................       5,494,537
                                                                    -----------
Total liabilities and equity capital...........................     $60,077,664
                                                                    ===========
 
        I, Thomas J. Mastro, Senior Vice President and Comptroller of the 
above-named bank do hereby declare that this Report of Condition has been 
prepared in conformance with the instructions issued by the Board of Governors 
of the Federal Reserve System and is true to the best of my knowledge and 
belief.
                                                                Thomas J. Mastro

        We, the undersigned directors, attest to the correctness of this Report 
of Condition and declare that it has been examined by us and to the best of our 
knowledge and belief has been prepared in conformance with the instructions 
issued by the Board of Governors of the Federal Reserve System and is true and 
correct.
        Thomas A. Renyi    }
        Gerald L. Hassell  }  Directors
        Alan R. Griffith   }
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