Exhibit 23.2



                       CONSENT OF INDEPENDENT ACCOUNTANTS


We hereby consent to the incorporation by reference in this Registration
Statement on Form S-4 of Millennium Chemicals Inc. (the "Company") and
Millennium America Inc. of our report dated January 25, 2002 relating to the
Company's consolidated financial statements, which appears in the Company's
Annual Report on Form 10-K/A for the year ended December 31, 2001. We also
consent to the incorporation by reference of our report dated January 25, 2002
relating to the Company's supplemental financial information and the financial
statement schedule, which appears in such Annual Report on Form 10-K/A. We also
consent to the reference to us under the heading "Experts" in such registration
statement.




PricewaterhouseCoopers LLP
Florham Park, New Jersey
November 25, 2002