0000842635-08-000056 Sample Contracts

MID-TERM INCENTIVE PLAN AWARD AGREEMENT
Award Agreement • November 13th, 2008 • Lyondell Chemical Co • Industrial organic chemicals • Delaware

By letter (the “Grant Letter”), LyondellBasell Industries AF S.C.A., a Luxembourg company (the “Company”), has granted to the recipient of the Grant Letter (the “Participant”) an award under the LyondellBasell Industries AF S.C.A. Mid-Term Incentive Plan (the “Plan”), effective on the date specified in the Grant Letter (“Grant Date”).

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PHANTOM UNIT AWARD AGREEMENT AMENDMENT
Phantom Unit Award Agreement • November 13th, 2008 • Lyondell Chemical Co • Industrial organic chemicals

WHEREAS, pursuant to that certain Phantom Unit Award Agreement (the “Agreement”) between LyondellBasell Industries AF S.C.A., a Luxembourg company (the “Company”) and Morris Gelb (the “Executive”) effective as of April 1, 2008, the Company granted and Executive accepted an award of Phantom Units (the “Award”); and

PHANTOM UNIT AWARD AGREEMENT
Phantom Unit Award Agreement • November 13th, 2008 • Lyondell Chemical Co • Industrial organic chemicals • Delaware

Effective as of April 1, 2008 (the “Grant Date”), LyondellBasell Industries AF S.C.A., a Luxembourg company (the “Company”), grants to Morris Gelb (“Executive”) and Executive accepts 68,992 Phantom Units (the “Award”), subject to the terms and conditions set forth in this Agreement (the “Award Agreement”).

LONG-TERM INCENTIVE PLAN PHANTOM UNIT AWARD AGREEMENT
Phantom Unit Award Agreement • November 13th, 2008 • Lyondell Chemical Co • Industrial organic chemicals • Delaware

Effective as of April 1, 2008 (the “Grant Date”), the Company now grants to Participant and Participant accepts the number of Phantom Units set forth in the Grant Letter (the “Award”). This Award is subject to the terms and conditions of the Plan, this Award Agreement, and the Grant Letter.

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