EXHIBIT 99.2
NOTICE OF GUARANTEED DELIVERY FOR
10 1/8% SENIOR SUBORDINATED NOTES DUE 2009
DENOMINATED IN DOLLARS OF
HUNTSMAN ICI CHEMICALS LLC
This form or one substantially equivalent hereto must be used to accept the
Exchange Offer of Huntsman ICI Chemicals LLC (the "Issuer) made pursuant to the
Prospectus, dated , 1999 (the "Prospectus"), if certificates
for the outstanding 10 1/8% Senior Subordinated Notes due 2009 denominated in
dollars of the Issuer (the "Old Notes") are not immediately available or if the
procedure for book-entry transfer cannot be completed on a timely basis or time
will not permit all required documents to reach Bank One, N.A., as exchange
agent (the "Exchange Agent") prior to p.m., New York City time, on the
Expiration Date of the Exchange Offer. Such form may be delivered or transmitted
by facsimile transmission, mail or hand delivery to the Exchange Agent as set
forth below. Capitalized terms not defined herein are defined in the Prospectus.
Delivery To:
Bank One, N.A., Exchange Agent
By Hand Delivery or Overnight Courier:
Bank One Trust Company, NA
Corporate Trust Operations, OH1-0184
235 West Schrock Rd.
Westerville, OH 43081
Attention: Lora Marsch - Confidential
By Mail:
Bank One Trust Company, NA
Corporate Trust Operations, OH1-0184
P.O. Box 710184
Columbus, OH 43271-0184
Attn: Lora Marsch - Confidential
By Facsimile Transmission:
(for Eligible Institutions Only)
614-248-9987
Confirm by Telephone:
800-346-5153
DELIVERY OF THIS INSTRUMENT TO AN ADDRESS OTHER THAN AS SET FORTH ABOVE, OR
TRANSMISSION OF THIS INSTRUMENT VIA FACSIMILE OTHER THAN AS SET FORTH ABOVE,
WILL NOT CONSTITUTE A VALID DELIVERY.
Ladies and Gentlemen:
Upon the terms and conditions set forth in the Prospectus, the undersigned
hereby tenders to the Issuer the principal amount of Old Notes set forth below
pursuant to the guaranteed delivery procedure described in "The Exchange Offer--
Guaranteed Delivery Procedures" section of the Prospectus.
Principal Amount of Old Notes Tendered:*
$_____________________________________________
If Old Notes will be delivered
Certificate Nos. (if available): by book-entry transfer to The
Depository Trust Company,
provide account number.
Total Principal Amount Represented by
Old Notes Certificate(s): Account Number_______________
$___________________________________________
________________________________________________________________________________
All authority herein conferred or agreed to be conferred shall survive the
death or incapacity of the undersigned and every obligation of the undersigned
hereunder shall be binding upon the heirs, personal representatives, successors
and assigns of the undersigned.
________________________________________________________________________________
PLEASE SIGN HERE
X __________________________ _________
X __________________________ _________
Signature(s) of Owner(s) Date
or Authorized Signatory
Area Code and Telephone Number:_______________________
Must be signed by the Holder(s) of Old Notes as their name(s) appear(s) on
certificates for Old Notes or on a security position listing, or by person(s)
authorized to become registered Holder(s) by endorsement and documents
transmitted with this Notice of Guaranteed Delivery. If signature is by a
trustee, executor, administrator, guardian, attorney-in-fact, officer or other
person acting in a fiduciary or representative capacity, such person must set
forth his or her full title below.
Please print name(s) and address(es)
Name(s): _________________________________________________________________
_________________________________________________________________
_________________________________________________________________
Capacity: _________________________________________________________________
Address(es): _________________________________________________________________
_________________________________________________________________
_________________________________________________________________
_________________________
*Must be in denominations of principal amount of $1,000 and any integral
multiple thereof.
GUARANTEE
(Not to be used for signature guarantee)
The undersigned, an Eligible Institution (including most banks, savings and
loan associations and brokerage houses) that is a participant in the Securities
Transfer Agents Medallion Program, the New York Stock Exchange Medallion
Signature Program or the Stock Exchanges Medallion Program, hereby guarantees
that the certificates for all physically tendered Old Notes, in proper form for
transfer, or a Book-Entry Confirmation, as the case may be, together with a
properly completed and duly executed Letter of Transmittal (or facsimile thereof
or Agent's Message in lieu thereof) with any required signature guarantees and
any other documents required by the Letter of Transmittal, will be received by
the Exchange Agent at the address set forth above, within three (3) New York
Stock Exchange trading days after the date of execution of the Notice of
Guaranteed Delivery.
The undersigned acknowledges that it must deliver the Letter of Transmittal
and the Old Notes tendered hereby to the Exchange Agent within the time period
set forth above and that failure to do so could result in a financial loss to
the undersigned.
_______________________________________
Name of Firm Authorized Signature
_______________________________________
Address Title
Name:__________________________________
Zip Code (Please Type or Print)
Area Code and Tel. No._______________ Dated:_________________________________
NOTE: DO NOT SEND CERTIFICATES FOR OLD NOTES WITH THIS FORM. CERTIFICATES
FOR OLD NOTES SHOULD BE SENT ONLY WITH A COPY OF YOUR PREVIOUSLY
EXECUTED LETTER OF TRANSMITTAL.