LYONDELL CHEMICAL COMPANY
Notice of Guaranteed Delivery
for Tender of All Outstanding
Unregistered 10 1/2% Senior Secured Notes due 2013
in Exchange for
Registered 10 1/2% Senior Secured Notes due 2013
This form, or one substantially equivalent hereto, must be used by a holder
to accept the Exchange Offer of Lyondell Chemical Company (the "Issuer"), and
to tender outstanding unregistered 10 1/2% Senior Secured Notes due 2013 (the
"Outstanding Notes") to The Bank of New York, as exchange agent (the "Exchange
Agent"), pursuant to the guaranteed delivery procedures described in "The
Exchange Offer--Guaranteed Delivery Procedures" of the Issuer's prospectus
dated , 2003 (the "Prospectus") and in Instruction 2 to the related
Letter of Transmittal. Any holder who wishes to tender Outstanding Notes
pursuant to such guaranteed delivery procedures must ensure that the Exchange
Agent receives this Notice of Guaranteed Delivery, properly completed and duly
executed, prior to the Expiration Date (as defined below) of the Exchange
Offer. Capitalized terms used but not defined herein have the meanings ascribed
to them in the Prospectus or the Letter of Transmittal.
The Exchange Offer will expire at 5:00 p.m., New York City time, on
, 2003 (the "Expiration Date"), unless sooner terminated or
extended. Outstanding Notes tendered in the Exchange Offer may be withdrawn at
any time prior to 5:00 p.m., New York City time, on the Expiration Date for
the Exchange Offer.
The Exchange Agent for the Exchange Offer is:
The Bank of New York
For Delivery By Mail (registered or certified mail recommended),
Overnight Delivery or by Hand:
The Bank of New York
101 Barclay Street
Floor 7 East
New York, NY 10286
Attn.: Carolle Montreuil
Reorganization Unit
By Facsimile Transmission (eligible institutions only):
(212) 298-1915
Attn.: Carolle Montreuil
Confirm by telephone:
(212) 298-5920
Delivery of this instrument to an address other than as set forth above, or
transmission via facsimile to a number other than as set forth above, will not
constitute a valid delivery. The instructions accompanying this Notice of
Guaranteed Delivery should be read carefully before the Notice of Guaranteed
Delivery is completed.
This Notice of Guaranteed Delivery is not to be used to guarantee
signatures. If a signature on a Letter of Transmittal is required to be
guaranteed by an "Eligible Institution" under the instructions thereto, such
signature guarantee must appear in the applicable space in the box provided on
the Letter of Transmittal for guarantee of signatures.
Ladies and Gentlemen:
The undersigned hereby tenders to the Issuer, upon the terms and subject to
the conditions set forth in the Prospectus and the related Letter of
Transmittal, receipt of which is hereby acknowledged, the principal amount of
Outstanding Notes set forth below pursuant to the guaranteed delivery
procedures set forth in the Prospectus under the caption "The Exchange
Offer--Guaranteed Delivery Procedures" and in Instruction 2 of the Letter of
Transmittal.
The undersigned hereby tenders the Outstanding Notes listed below:
Certificate
Number(s)
(if known) of
Outstanding Notes
or Account Aggregate Aggregate
Number at the Principal Principal
Book-entry Amount Amount
Title of Series Facility Represented Tendered
--------------- ----------------- ----------- ---------
Lyondell Chemical Company
10 1/2% Senior Secured Notes due 2013.
PLEASE SIGN AND COMPLETE
- --------------------------------- -------------------------------------
- --------------------------------- -------------------------------------
Name(s) of Registered Holder(s) Signatures of Registered Holder(s) or Authorized Signatory
- ---------------------------------
- ---------------------------------
Address
- --------------------------------- Dated ______________________________________________, 2003
Area Code and Telephone Number(s)
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This Notice of Guaranteed Delivery must be signed by the registered
holder(s) of the tendered Outstanding Notes exactly as the name(s) of such
person(s) appear(s) on certificates for the Outstanding Notes or on a security
position listing as the owner of the Outstanding Notes, or by person(s)
authorized to become holder(s) by endorsements 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 provide the following
information:
Please print name(s) and address(es)
Name(s):
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Capacity:
- --------------------------------------------------------------------------------
Address(es):
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
GUARANTEE
(Not to be used for signature guarantee)
The undersigned, a firm which is a member firm of a registered national
securities exchange or of the National Association of Securities Dealers, Inc.,
or is a commercial bank or trust company having an office or correspondent in
the United States, or is otherwise an "eligible guarantor institution" within
the meaning of Rule 17Ad-15 under the Securities Exchange Act of 1934, as
amended, hereby guarantees deposit with the Exchange Agent of the Letter of
Transmittal (or facsimile thereof or agent's message in lieu thereof), together
with the Outstanding Notes tendered hereby in proper form for transfer (or
confirmation of the book-entry transfer of such Outstanding Notes into the
Exchange Agent's account at the DTC described in the Prospectus under the
caption "The Exchange Offer--Procedures for Tendering--Book-Entry Transfer" and
in the Letter of Transmittal) and any other required documents, all by 5:00
p.m., New York City time, within three New York Stock Exchange trading days
following the Expiration Date.
Name of Firm:_________________________ --------------------------------------
(Authorized Signature)
Address:______________________________ Name:_________________________________
-------------------------------------- Title:________________________________
(Include Zip Code) (Please Type or Print)
Area Code and Telephone Number:
-------------------------------------- Date:____________________________ 2003
Do not send Outstanding Notes with this form. Actual surrender of
Outstanding Notes must be made pursuant to, and be accompanied by, a properly
completed and duly executed Letter of Transmittal and any other required
documents.
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INSTRUCTIONS FOR NOTICE OF GUARANTEED DELIVERY
1. Delivery of this Notice of Guaranteed Delivery. A properly completed
and duly executed copy of this Notice of Guaranteed Delivery (or facsimile
hereof or an agent's message and Notice of Guaranteed Delivery in lieu hereof)
and any other documents required by this Notice of Guaranteed Delivery with
respect to the Outstanding Notes must be received by the Exchange Agent at its
address set forth herein prior to the Expiration Date of the Exchange Offer.
The method of delivery of this Notice of Guaranteed Delivery and any other
required documents to the Exchange Agent is at the election and sole risk of
the holder, and the delivery will be deemed made only when actually received by
the Exchange Agent. If delivery is by mail, registered mail with return receipt
requested, properly insured, is recommended. As an alternative to delivery by
mail, holders may wish to consider using an overnight or hand delivery service.
In all cases, sufficient time should be allowed to ensure timely delivery. For
a description of the guaranteed delivery procedures, see Instruction 2 of the
Letter of Transmittal.
2. Signatures on this Notice of Guaranteed Delivery. If this Notice of
Guaranteed Delivery (or facsimile hereof) is signed by the registered holder(s)
of the Outstanding Notes referred to herein, the signature(s) must correspond
exactly with the name(s) written on the face of the Outstanding Notes without
alteration, enlargement or any change whatsoever. If this Notice of Guaranteed
Delivery (or facsimile hereof) is signed by a participant of the DTC whose name
appears on a security position listing as the owner of the Outstanding Notes,
the signature must correspond with the name shown on the security position
listing as the owner of the Outstanding Notes.
If this Notice of Guaranteed Delivery (or facsimile hereof) is signed by a
person other than the registered holder(s) of any Outstanding Notes listed or a
participant of the DTC, this Notice of Guaranteed Delivery must be accompanied
by appropriate bond powers, signed as the name(s) of the registered holder(s)
appear(s) on the Outstanding Notes or signed as the name(s) of the participant
shown on the DTC's security position listing.
If this Notice of Guaranteed Delivery (or facsimile hereof) is signed by a
trustee, executor, administrator, guardian, attorney-in-fact, officer of a
corporation, or other person acting in a fiduciary or representative capacity,
such person should so indicate when signing and submit with the Letter of
Transmittal evidence satisfactory to the Exchange Agent of such person's
authority to so act.
3. Requests for Assistance or Additional Copies. Questions and requests
for assistance and requests for additional copies of the Prospectus and this
Notice of Guaranteed Delivery may be directed to the Exchange Agent at the
address set forth on the cover page hereof. Holders may also contact their
broker, dealer, commercial bank, trust company or other nominee for assistance
concerning the Exchange Offer.
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