LYONDELLBASELL INDUSTRIES NV MANAGEMENT REPORT OF FINANCIAL POSITION AND RESULTS OF OPERATIONS (Form 10-Q)

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GENERAL

This discussion should be read in conjunction with the information contained in
our Consolidated Financial Statements, and the accompanying notes elsewhere in
this report. Unless otherwise indicated, the "Company", "we", "us," "our" or
similar words are used to refer to LyondellBasell Industries N.V. together with
its consolidated subsidiaries ("LyondellBasell N.V.").

OVERVIEW

During the third quarter of 2022 our results declined compared to the second
quarter of 2022. Higher energy costs, new supply and weaker markets pressured
global petrochemical margins. Global demand for our products utilized in
consumer packaging remained stable, but demand from durable goods markets
softened. In Europe, olefins, polyolefins and intermediate chemicals markets
encountered significantly higher energy costs and weak demand. In response to
these challenging conditions, we postponed the restart of our ethylene cracker
in France until the first quarter of 2023 and reduced operating rates across our
global asset base to match lower demand. In China, markets remained weak due to
zero-COVID measures and tepid growth. In North America, new supply and inventory
destocking led to declines in polyolefins prices. The impacts of higher energy,
raw material, labor and transportation costs were reflected in our Advanced
Polymers Solutions results. Our oxyfuels and refining businesses continued to
earn margins above historical averages. Lastly we launched our value enhancement
program, which we expect will generate $750 million in recurring annual EBITDA
by the end of 2025.

During the first nine months of 2022 our results decreased compared to the first
nine months of 2021, primarily due to lower results in our O&P-Americas segment
driven by lower olefin margins, and in our O&P-EAI segment driven by lower
volumes and margins across most businesses, lower income from equity investments
and the unfavorable impacts of foreign exchange. These declines were partially
offset by higher margins in our Refining and Intermediates & Derivatives
segments.

During the third quarter and first nine months of 2022, we generated
$1,414 million and $4,515 million cash from operating activities, respectively. We remain committed to a disciplined approach to capital allocation. In the first nine months of 2022, we paid dividends of
$2,859 million to shareholders, which included a special dividend and an increased quarterly dividend, and bought out $420 million value of our shares.

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Results of operations for the periods discussed are presented in the table
below:

                                                               Three Months Ended                 Nine Months Ended
                                                        September 30,           June 30,                 September 30,           September 30,
Millions of dollars                                         2022                  2022                       2022                    2021
Sales and other operating revenues                    $       12,250          $  14,838                $       40,245          $       33,343
Cost of sales                                                 11,088             12,267                        34,491                  26,463
Impairments                                                        -                 69                            69                       -
Selling, general and administrative expenses                     319                329                           976                     927
Research and development expenses                                 31                 32                            95                      91
Operating income                                                 812              2,141                         4,614                   5,862
Interest expense                                                 (70)               (58)                         (202)                   (366)
Interest income                                                    7                  4                            13                       8
Other income (expense), net                                        4                (86)                          (63)                     27
(Loss) income from equity investments                            (26)                22                            25                     389
Income from continuing operations before income taxes            727              2,023                         4,387                   5,920
Provision for income taxes                                       154                378                           848                   1,028
Income from continuing operations                                573              1,645                         3,539                   4,892
Loss from discontinued operations, net of tax                     (1)                (1)                           (3)                     (1)
Net income                                                       572              1,644                         3,536                   4,891
Other comprehensive income (loss), net of tax -
Financial derivatives                                             23                102                           213                     132
Unrealized losses on available-for-sale debt
securities                                                         -                  -                             -                      (1)
Defined benefit pension and other postretirement
benefit plans                                                     51                 78                           134                      56
Foreign currency translations                                   (169)              (161)                         (355)                   (127)
Total other comprehensive (loss) income, net of tax              (95)                19                            (8)                     60
Comprehensive income                                  $          477          $   1,663                $        3,528          $        4,951




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                             RESULTS OF OPERATIONS

Revenues-Revenues decreased by $2,588 million, or 17%, in the third quarter of
2022 compared to the second quarter of 2022. Average sales prices were lower for
many of our products as sales prices generally correlate with crude oil prices,
which decreased relative to the second quarter of 2022 coupled with lower demand
across most of our segments and increased industry supply in our O&P-Americas
and I&D segments. These lower prices led to a 12% decrease in revenue. Lower
volumes driven by reduced demand resulted in a 3% decrease in Revenues.
Unfavorable foreign exchange impacts resulted in a 2% decrease in Revenues.

Revenues increased by $6,902 million, or 21%, in the first nine months of 2022
compared to the first nine months of 2021. Average sales prices were higher for
many of our products as sales prices generally correlate with crude oil prices,
which increased relative to the first nine months of 2021. These higher prices
led to a 22% increase in revenue. Higher volumes driven by improved demand
resulted in a 3% increase in Revenues. Unfavorable foreign exchange impacts
resulted in a 4% decrease in Revenues.

Cost of Sales-Cost of sales decreased by $1,179 million, or 10%, in the third
quarter of 2022 compared to the second quarter of 2022. These decreases were
primarily related to lower feedstock costs.

Cost of sales increased $8,028 millionor 30%, in the first nine months of 2022 compared to the first nine months of 2021. These increases were mainly related to higher raw material and energy costs.

Operating Income-Operating income decreased by $1,329 million, or 62%, in the
third quarter of 2022 compared to the second quarter of 2022. Operating income
in our O&P-Americas, I&D, Refining, O&P- EAI, APS and Technology segments
decreased $377 million, $345 million, $324 million, $207 million, $62 million,
and $24 million, respectively.

Operating income decreased by $1,248 million, or 21%, in the first nine months
of 2022 compared to the first nine months of 2021. Operating income in our
O&P-Americas, O&P-EAI, APS and Technology segments decreased by $1,598 million,
$998 million, $73 million and $27 million, respectively. These decreases were
partially offset by increases in Operating income in our Refining and I&D
segments of $868 million and $565 million, respectively.

The results of each of our business segments are described in more detail in the Segment Analysis section below.

Income from Equity Investments-Income from our equity investments decreased by
$48 million, or 218%, in the third quarter of 2022 compared to the second
quarter of 2022 and by $364 million, or 94%, in the first nine months of 2022
compared to the first nine months of 2021. The decrease in the third quarter of
2022 compared to the second quarter of 2022 was primarily driven by decreases in
our O&P-EAI segment primarily driven by lower margins for joint ventures in the
Middle East and Europe. The decrease in the first nine months of 2022 compared
to the first nine months of 2021 was primarily driven by decreases in our
O&P-EAI segment as a result of margin compression largely attributable to
decreased spreads for our integrated cracker joint venture in China, which
remained challenged by weak markets due to zero-COVID measures and logistical
challenges.

Income Taxes-Our effective income tax rate for the third quarter of 2022 was
21.2% compared with 18.7% for the second quarter of 2022. The higher effective
tax rate for the third quarter of 2022 is primarily attributable to decreased
exempt income and return to accrual adjustments of 5.1% and 1.9% respectively.
These increases were partially offset by a 5.3% decrease in our effective income
tax rate due to changes in pre-tax income in countries with varying statutory
tax rates.

Our effective income tax rate for the first nine months of 2022 was 19.3%
compared with 17.4% for the first nine months of 2021. In the first nine months
of 2021, we benefited from return to accrual adjustments primarily associated
with a step-up of certain Italian assets to fair market value and benefits
resulting from the Coronavirus Aid, Relief, and Economic Security Act, also
known as "CARES Act" of 2.0% and 1.1%, respectively; such benefits did not
impact our effective tax rate in the first nine months of 2022. These increases
were partially offset by 1.4% decrease in our effective income tax rate due to
changes in pre-tax income in countries with varying statutory tax rates.

Our tax results are further described in Note 9 to the consolidated financial statements.



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Comprehensive Income-Comprehensive income decreased by $1,186 million in the
third quarter of 2022 compared to the second quarter of 2022, and by $1,423
million in the first nine months of 2022 compared to the first nine months of
2021, primarily due to declines in net income. The activities from the remaining
components of Comprehensive income are discussed below.

Financial derivatives designated as cash flow hedges, primarily our
forward-starting interest rate swaps, led to a decrease in Comprehensive income
of $79 million in the third quarter of 2022 compared to the second quarter of
2022, and an increase of $81 million in the first nine months of 2022 compared
to the first nine months of 2021 due to periodic changes in the benchmark
interest rates, combined with less notional outstanding during the third quarter
of 2022.

Defined benefit pension plans and other post-employment benefit plans increased comprehensive income by $78 million in the first nine months of 2022 compared to the first nine months of 2021, mainly resulting from pension settlements.

We recognized additional foreign currency translation losses in Comprehensive
income of $228 million in the first nine months of 2022 compared to the first
nine months of 2021, primarily due to the strengthening of the U.S. dollar
relative to the euro.

See notes 7, 8 and 11 to our consolidated financial statements for further information.



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                                Segment Analysis

We use earnings from continuing operations before interest, income taxes, and
depreciation and amortization ("EBITDA") as our measure of profitability for
segment reporting purposes. This measure of segment operating results is used by
our chief operating decision maker to assess the performance of and allocate
resources to our operating segments. Intersegment eliminations and items that
are not directly related or allocated to business operations, such as foreign
exchange gains or losses and components of pension and other postretirement
benefits other than service costs are included in "Other". For additional
information related to our operating segments, as well as a reconciliation of
EBITDA to its nearest GAAP measure, Income from continuing operations before
income taxes, see Note 13 to our Consolidated Financial Statements.

Revenues and EBITDA components for the periods presented are reflected in the table below:

                                                     Three Months Ended                 Nine Months Ended
                                              September 30,           June 30,                 September 30,           September 30,
Millions of dollars                               2022                  2022                       2022                    2021
Sales and other operating revenues:
O&P-Americas segment                        $        3,566          $   4,069                $       11,230          $       10,990
O&P-EAI segment                                      2,948              3,714                        10,424                   9,960
I&D segment                                          3,283              3,766                        10,388                   7,246
APS segment                                          1,294              1,425                         4,127                   3,892
Refining segment                                     2,752              3,788                         9,260                   5,359
Technology segment                                     173                194                           548                     586
Other, including intersegment eliminations          (1,766)            (2,118)                       (5,732)                 (4,690)
Total                                       $       12,250          $  14,838                $       40,245          $       33,343
Operating income (loss):
O&P-Americas segment                        $          391          $     768                $        1,887          $        3,485
O&P-EAI segment                                        (86)               121                           173                   1,171
I&D segment                                            290                635                         1,393                     828
APS segment                                             38                100                           226                     299
Refining segment                                        98                422                           668                    (200)
Technology segment                                      82                106                           281                     308
Other, including intersegment eliminations              (1)               (11)                          (14)                    (29)
Total                                       $          812          $   2,141                $        4,614          $        5,862
Depreciation and amortization:
O&P-Americas segment                        $          149          $     144                $          437          $          427
O&P-EAI segment                                         43                 42                           132                     150
I&D segment                                             83                 81                           245                     264
APS segment                                             26                 25                            80                      83
Refining segment                                         9                  2                            11                      58
Technology segment                                       8                 10                            28                      34
Total                                       $          318          $     304                $          933          $        1,016
Income (loss) from equity investments:
O&P-Americas segment                        $           19          $      29                $           81          $           94
O&P-EAI segment                                        (39)                (1)                          (39)                    263
I&D segment                                             (6)                (6)                          (17)                     32

Total                                       $          (26)         $      22                $           25          $          389




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                                                    Three Months Ended                 Nine Months Ended
                                            September 30,           June 30,                  September 30,           September 30,
Millions of dollars                              2022                 2022                        2022                    2021
Other income (expense), net:
O&P-Americas segment                       $        -             $      (36)               $          (30)         $            5
O&P-EAI segment                                    (1)                    (3)                           (2)                     10
I&D segment                                        (7)                   (35)                          (40)                      2
APS segment                                         2                     (7)                            3                       3
Refining segment                                   (1)                    (6)                           (7)                     (8)
Technology segment                                  2                     (4)                           (2)                     (1)
Other, including intersegment eliminations          9                      5                            15                      16
Total                                      $        4             $      (86)               $          (63)         $           27
EBITDA:
O&P-Americas segment                       $      559             $      905                $        2,375          $        4,011
O&P-EAI segment                                   (83)                   159                           264                   1,594
I&D segment                                       360                    675                         1,581                   1,126
APS segment                                        66                    118                           309                     385
Refining segment                                  106                    418                           672                    (150)
Technology segment                                 92                    112                           307                     341
Other, including intersegment eliminations          8                     (6)                            1                     (13)
Total                                      $    1,108             $    2,381                $        5,509          $        7,294


Olefins and Polyolefins-Americas segment

Overview-EBITDA in the third quarter of 2022 decreased compared to second
quarter of 2022 driven by a decline in olefins and polyolefins margins. EBITDA
decreased in the first nine months of 2022 relative to the first nine months of
2021 primarily driven by lower olefins margins.

Ethylene Raw Materials-We have flexibility to vary the raw material mix and
process conditions in our U.S. olefins plants in order to maximize profitability
as market prices fluctuate for both feedstocks and products. Although prices of
crude-based liquids and natural gas liquids are generally related to crude oil
and natural gas prices, during specific periods the relationships among these
materials and benchmarks may vary significantly. In the third and second
quarters of 2022, and the first nine months of 2022 and 2021, approximately 65%
to 75% of the raw materials used in our North American crackers was ethane.

The following table presents selected financial information for the O&P-Americas segment comprising income from participations, which is a component of EBITDA:

                                                        Three Months Ended                 Nine Months Ended
                                                September 30,           June 30,                  September 30,           September 30,
Millions of dollars                                  2022                 2022                        2022                    2021
Sales and other operating revenues             $    3,566             $    4,069                $       11,230          $       10,990
Income from equity investments                         19                     29                            81                      94
EBITDA                                                559                    905                         2,375                   4,011




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Revenue-Revenues for our O&P-Americas segment decreased by $503 million, or 12%,
in the third quarter of 2022 compared to the second quarter of 2022 and
increased by $240 million, or 2%, in the first nine months of 2022 compared to
the first nine months of 2021.

Third quarter of 2022 versus second quarter of 2022-Lower average sales prices
resulted in a revenue decrease of 16% primarily driven by lower demand and an
increase in industry supply for polyethylene and polypropylene. Revenue
increased by 4% as a result of higher sales volumes for olefins.

First nine months of 2022 versus first nine months of 2021-Higher average sales
prices for co-products resulted in a 1% increase in revenue primarily driven by
higher demand combined with tight market conditions. Higher sales volumes
resulted in a revenue increase of 1% as the first nine months of 2021 were
impacted by the effects of unusually cold temperatures and associated electrical
power outages that led to shutdowns of manufacturing facilities in Texas.

EBITDA-EBITDA decreased by $346 million, or 38%, in the third quarter of 2022
compared to the second quarter of 2022 and decreased by $1,636 million, or 41%,
in the first nine months of 2022 compared to the first nine months of 2021.

Third quarter of 2022 versus second quarter of 2022-Lower olefins results led to
a 22% decrease in EBITDA primarily due to lower margins driven by lower
co-product prices along with a decline in the average sales price of ethylene.
Lower polyethylene results led to a 17% decrease in EBITDA due to lower margins
driven by lower average sales prices.

First nine months of 2022 versus first nine months of 2021-Lower olefins results
led to a 33% decrease in EBITDA due to lower margins driven by higher feedstock
and energy costs coupled with a decline in the average sales price of ethylene.
Lower polyethylene results led to a 4% decrease in EBITDA. This change was
driven by lower margins as a result of lower spreads partially offset by higher
volumes. Lower polypropylene results led to a 3% decrease in EBITDA.
Approximately 65% of this change was driven by lower margins as a result of
lower spreads with the remainder due to a decrease in volumes due to unplanned
downtime.

Olefins and Polyolefins-Europe, Asiainternational sector

Overview-EBITDA decreased in the third quarter of 2022 compared to the second
quarter of 2022 primarily due to lower margins across all businesses and an
increase in loss from equity investments. EBITDA decreased in the first nine
months of 2022 relative to the first nine months of 2021 as a result of lower
margins and volumes across all businesses, lower income from equity investments
and the unfavorable impacts of foreign exchange.

During the first nine months of 2022, we had planned and unplanned maintenance
resulting in ethylene cracker operating rates of approximately 70% of capacity
compared to 95% of capacity during the nine months ended September 30, 2021.

Ethylene Raw Materials-In Europe, naphtha is the primary raw material for our
ethylene production and represented approximately 70% of the raw materials used
in the third and second quarters of 2022 and the first nine months of 2022 and
2021.

The following table sets forth selected financial information for the O&P-EAI
segment including Income from equity investments, which is a component of
EBITDA:

                                                        Three Months Ended                 Nine Months Ended
                                                September 30,           June 30,                  September 30,           September 30,
Millions of dollars                                  2022                 2022                        2022                    2021
Sales and other operating revenues             $    2,948             $    3,714                $       10,424          $        9,960
(Loss) income from equity investments                 (39)                    (1)                          (39)                    263
EBITDA                                                (83)                   159                           264                   1,594





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Revenue-Revenues decreased by $766 million, or 21%, in the third quarter of 2022
compared to the second quarter of 2022 and increased by $464 million, or 5%, in
the first nine months of 2022 compared to the first nine months of 2021.

Third quarter of 2022 versus second quarter of 2022-Lower average sales prices
resulted in a 14% decrease in revenue as sales prices generally correlate with
crude oil prices, which on average, decreased compared to the second quarter of
2022, coupled with lower demand driven by higher energy costs. Unfavorable
foreign exchange impacts resulted in a revenue decrease of 4%. Lower volumes
resulted in a revenue decrease of 3% primarily due to lower demand.

First nine months of 2022 versus first nine months of 2021-Higher average sales
prices resulted in a 19% increase in revenue as sales prices generally correlate
with crude oil prices, which on average, increased compared to the first nine
months of 2021. Unfavorable foreign exchange impacts resulted in a revenue
decrease of 8%. Lower volumes resulted in a revenue decrease of 6% primarily due
to lower demand along with planned and unplanned maintenance.

EBITDA-EBITDA decreased by $242 million, or 152%, in the third quarter of 2022
compared to the second quarter of 2022 and by $1,330 million, or 83%, in the
first nine months of 2022 compared to the first nine months of 2021.

In the second quarter of 2022, we recognized a $69 million non-cash impairment
charge in conjunction with the sale of our polypropylene manufacturing facility
located in Australia, see Note 13 to the Consolidated Financial Statements for
additional information. The charge resulted in a 43% increase in EBITDA for the
third quarter of 2022 compared to the second quarter of 2022 and a 4% decrease
in EBITDA for the first nine months of 2022 compared to the first nine months of
2021.

Third quarter of 2022 versus second quarter of 2022-Lower polyethylene and
polypropylene results led to a 118% decrease in EBITDA primarily driven by lower
margins as a result of higher energy costs and lower spreads due to decreased
demand. Lower olefins results led to a 47% decrease in EBITDA primarily driven
by lower margins as a result of lower ethylene and co-product prices. Increased
losses from our equity investments led to a decrease in EBITDA of 25% mainly
attributable to lower margins in the Middle East and Europe. Unfavorable foreign
exchange impacts resulted in a 6% decrease in EBITDA.

First nine months of 2022 versus first nine months of 2021-Lower polyethylene
and polypropylene results led to a 33% decrease in EBITDA. Approximately 65% of
the change was driven by decreased margins resulting from higher energy costs
and lower spreads with the remainder due to a decrease in volumes driven by
lower demand. Lower olefins results led to a 21% decrease in EBITDA, which was
equally driven by lower volumes due to planned and unplanned maintenance and
lower margins resulting from higher feedstock and energy costs which outpaced
increased ethylene prices. Lower income from our equity investments led to a
decrease in EBITDA of 19% mainly attributable to lower spreads. Unfavorable
foreign exchange impacts resulted in an 8% decrease in EBITDA.




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Intermediates and Derivatives Segment

Overview-EBITDA decreased in the third quarter of 2022 compared to the second
quarter of 2022, primarily driven by margin compression across most businesses.
EBITDA increased in the first nine months of 2022 compared to the first nine
months of 2021, primarily driven by oxyfuels and related products margin
improvements.

The following table sets forth selected financial information for the I&D
segment including Income from equity investments, which is a component of
EBITDA:

                                                        Three Months Ended                 Nine Months Ended
                                                September 30,           June 30,                  September 30,           September 30,
Millions of dollars                                  2022                 2022                        2022                    2021
Sales and other operating revenues             $    3,283             $    3,766                $       10,388          $        7,246
(Loss) income from equity investments                  (6)                    (6)                          (17)                     32
EBITDA                                                360                    675                         1,581                   1,126




Revenue-Revenues decreased by $483 million, or 13%, in the third quarter of 2022
compared to the second quarter of 2022 and increased by $3,142 million, or 43%,
in the first nine months of 2022 compared to the first nine months of 2021.

Third quarter of 2022 versus second quarter of 2022-Lower average sales prices
resulted in a 14% decrease in revenue as sales prices generally correlate with
crude oil prices, which, on average, decreased compared to the second quarter of
2022, coupled with lower demand and increased industry supply. Unfavorable
foreign exchange impacts resulted in a revenue decrease of 2%. Sales volumes
improved resulting in a 3% increase in revenue, largely due to the absence of
planned and unplanned outages experienced during the second quarter of 2022.

First nine months of 2022 versus first nine months of 2021-Higher average sales
prices resulted in a 36% increase in revenue as sales prices generally correlate
with crude oil prices, which, on average, increased compared to the same period
in 2021, coupled with lower industry supply. Sales volumes improved resulting in
an 11% increase in revenue as the first nine months of 2021 were impacted by
unusually cold temperatures and associated electrical power outages that led to
shutdowns of our manufacturing facilities in Texas. Unfavorable foreign exchange
impacts resulted in a revenue decrease of 4%.

EBITDA-EBITDA decreased by $315 million, or 47%, in the third quarter of 2022
compared to the second quarter of 2022 and increased by $455 million, or 40%, in
the first nine months of 2022 compared to the first nine months of 2021.

In the second quarter of 2022, we recognized a non-cash pension settlement loss
of $37 million, see Note 8 to the Consolidated Financial Statements for
additional information. This loss resulted in a 5% increase in EBITDA for the
third quarter of 2022 compared to the second quarter of 2022 and a 3% decrease
in EBITDA for the first nine months of 2022 compared to the first nine months of
2021.

Third quarter of 2022 versus second quarter of 2022-Intermediate chemicals and
oxyfuels and related products results decreased EBITDA by 31% and 14%,
respectively, primarily driven by lower margins due to lower average sales
prices. Propylene oxide and derivatives results led to an EBITDA decrease of 8%.
Approximately 65% of the change was due to lower margins driven by higher energy
costs and lower average sales prices with the remainder due to lower volumes
resulting from lower demand.

First nine months of 2022 versus first nine months of 2021-Oxyfuels and related
products results increased EBITDA by 48% primarily driven by margin improvement
as a result of higher sales prices. Propylene oxide and derivatives results
increased EBITDA by 6% which was equally driven by improved margins due to tight
market supply and increased volumes due to higher demand. Unfavorable foreign
exchange impacts resulted in a 5% decrease in EBITDA. Lower income from our
equity investments led to a decrease in EBITDA of 4% mainly attributable to
margin compression in Asia.



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Segment Advanced Polymer Solutions

Overview-EBITDA in the third quarter of 2022 relative to the second quarter of
2022 was lower due to a decline in the results of both advanced polymers and
compounding and solutions. EBITDA in the first nine months of 2022 relative to
the first nine months of 2021 was lower due to a decline in compounding and
solutions results partially offset by improved advanced polymers results.

The following table sets forth selected financial information for the APS
segment:

                                                      Three Months Ended                 Nine Months Ended
                                              September 30,           June 30,                  September 30,           September 30,
Millions of dollars                                2022                 2022                        2022                    2021
Sales and other operating revenues           $    1,294             $    1,425                $        4,127          $        3,892

EBITDA                                               66                    118                           309                     385




Revenue-Revenues decreased by $131 million, or 9%, in the third quarter of 2022
compared to the second quarter of 2022 and increased by $235 million, or 6%, in
the first nine months of 2022 compared to the first nine months of 2021.

Third quarter of 2022 versus second quarter of 2022-Foreign exchange impacts
resulted in a revenue decrease of 4%. Average sales price decreased resulting in
a 3% decrease in revenue as sales prices generally correlate with crude oil
prices, which, on average, decreased compared to the second quarter of 2022.
Sales volumes decreased resulting in a 2% decrease in revenue stemming from
lower demand.

First nine months of 2022 versus first nine months of 2021-Average sales price
increased resulting in a 18% increase in revenue as sales prices generally
correlate with crude oil prices, which, on average, increased compared to the
first nine months of 2021. Foreign exchange impacts resulted in a revenue
decrease of 9%. Sales volumes decreased resulting in a 3% decrease in revenue
stemming from constraints in automotive production as a result of component
shortages.

EBITDA-EBITDA decreased by $52 million, or 44%, in the third quarter of 2022
compared to the second quarter of 2022 and by $76 million, or 20%, in the first
nine months of 2022 compared to the first nine months of 2021.

In the second quarter of 2022, we recognized a non-cash pension settlement loss
of $8 million, see Note 8 to the Consolidated Financial Statements for
additional information. The loss resulted in a 7% increase in EBITDA for the
third quarter of 2022 compared to the second quarter of 2022 and a 2% decrease
in EBITDA for the first nine months of 2022 compared to the first nine months of
2021.

Third quarter of 2022 versus second quarter of 2022-Advanced polymers and
compounding and solutions results led to an EBITDA decrease of 31% and 19%,
respectively. Approximately 70% of the change for both advanced polymers and
compounding and solutions was due to lower margins driven by higher costs with
the remainder due to lower volumes resulting from lower demand.

First nine months of 2022 versus first nine months of 2021-Compounding and
solutions results led to an EBITDA decrease of 20%. Approximately 60% of the
change was due to lower volumes as described above with the remainder driven by
margin compression. Advanced polymers results increased by 6% driven by margin
improvements due to higher spreads. Unfavorable foreign exchange impacts
resulted in a EBITDA decrease of 7%.



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Refining segment

Overview-EBITDA decreased in the third quarter of 2022 relative to the second
quarter of 2022 due to lower margins and planned downtime. EBITDA increased in
the first nine months of 2022 compared to the first nine months of 2021 due to
higher margins.

The following table sets forth selected financial information and heavy crude
oil processing rates for the Refining segment and the U.S. refining market
margins for the applicable periods. "Brent" is a light sweet crude oil and is
one of the main benchmark prices for purchases of oil worldwide. "Maya" is a
heavy sour crude oil grade produced in Mexico that is a relevant benchmark for
heavy sour crude oils in the U.S. Gulf Coast market. References to industry
benchmarks for refining market margins are to industry prices reported by
Platts, a division of S&P Global.

                                                         Three Months Ended                 Nine Months Ended
                                                 September 30,           June 30,                  September 30,           September 30,
Millions of dollars                                   2022                 2022                        2022                    2021
Sales and other operating revenues              $    2,752             $    3,788                $        9,260          $        5,359
EBITDA                                                 106                    418                           672                    (150)

Thousands of barrels per day
Heavy crude oil processing rates                       215                    252                           241                     220

Market margins, dollars per barrel
Brent - 2-1-1                                   $    33.18             $    47.83                $        34.45          $        14.00
Brent - Maya differential                            13.35                   8.00                          9.95                    5.97
Total Maya 2-1-1                                $    46.53             $    55.83                $        44.40          $        19.97



Revenue-Revenues decreased by $1,036 million, or 27%, in the third quarter of
2022 compared to the second quarter of 2022 and increased by $3,901 million, or
73%, in the first nine months of 2022 compared to the first nine months of 2021.

Third quarter of 2022 versus second quarter of 2022-Lower product prices led to
a revenue decrease of 15% due to an average Brent crude oil price decrease of
approximately $14 per barrel. Sales volumes declined resulting in a 12% decrease
in revenue due to planned downtime.

First nine months of 2022 versus first nine months of 2021-Higher product prices
led to a revenue increase of 62% due to an average Brent crude oil price
increase of approximately $35 per barrel. Sales volumes increased resulting in a
11% increase in revenue due to improved demand as refined products markets
recovered from the impacts of the COVID-19 pandemic and improved supply as the
first nine months of 2021 were impacted by planned and unplanned outages,
including the effects of unusually cold temperatures and associated electrical
power outages that led to shutdowns of our manufacturing facilities in Texas.

EBITDA-EBITDA decreased by $312 million, or 75%, in the third quarter of 2022
compared to the second quarter of 2022 and increased by $822 million, or 548%,
in the first nine months of 2022 compared to the first nine months of 2021.

In April 2022 we announced our decision to cease operation of our Houston
Refinery no later than the end of 2023. In the third quarter of 2022, we
expensed accelerated lease amortization costs and personnel costs of $36 million
and $48 million, respectively, see Note 13 to the Consolidated Financial
Statements for additional information. These costs resulted in a 20% and 56%
decrease in EBITDA for the third quarter of 2022 compared to the second quarter
of 2022 and the first nine months of 2022 compared to the first nine months of
2021, respectively.



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Third quarter of 2022 versus second quarter of 2022-EBITDA decreased
approximately 38% due to margin declines as a result of a decrease in the Maya
2-1-1 market margin with the remainder due to lower volumes as a result of
planned downtime.

First nine months of 2022 versus first nine months of 2021-Volumes increased as
demand improved for refined products which resulted in a 15% increase in EBITDA.
The remaining increase in EBITDA was driven by margin improvements due to an
increase in the Maya 2-1-1 market margin.

Technology sector

Overview-EBITDA decreased in the third quarter of 2022 compared to the second
quarter of 2022 from lower licensing revenues together with lower catalyst
margins and volumes. EBITDA decreased in the first nine months of 2022 relative
to the first nine months of 2021 driven by lower licensing revenues and the
unfavorable impacts of foreign exchange partly offset by higher catalyst
volumes.

The following table sets forth selected financial information for the Technology
segment:

                                                    Three Months Ended                 Nine Months Ended
                                             September 30,         June 30,                   September 30,           September 30,
Millions of dollars                              2022                2022                         2022                    2021
Sales and other operating revenues           $      173          $      194                 $          548          $          586
EBITDA                                               92                 112                            307                     341



Revenue-Revenues decreased by $21 million, or 11%, in the third quarter of 2022
compared to the second quarter of 2022 and by $38 million, or 6%, in the first
nine months of 2022 compared to the first nine months of 2021.

Third quarter of 2022 versus second quarter of 2022-Unfavorable foreign exchange
impacts decreased revenue by 5%. Lower catalyst volumes resulted in a 4%
decrease in revenue due to lower demand. Licensing revenues decreased by 1% as
fewer contracts reached significant milestones during the quarter. Changes in
average catalyst sales price resulted in a revenue decrease of 1%.

First nine months of 2022 versus first nine months of 2021-Unfavorable foreign
exchange impacts resulted in an 9% decrease in revenue. Lower licensing revenues
resulting from fewer contracts reaching significant milestones drove a 2%
decrease in revenue. Changes in average catalyst sales price resulted in a 1%
decrease in revenue. Higher catalyst volumes resulted in a 6% increase in
revenue primarily driven by strong demand.

EBITDA-EBITDA decreased by $20 million, or 18%, in the third quarter of 2022
compared to the second quarter of 2022 and by $34 million, or 10%, in the first
nine months of 2022 compared to the first nine months of 2021.

Third quarter of 2022 versus second quarter of 2022-Lower licensing revenues
resulting from fewer contracts reaching significant milestones drove a 6%
decrease in EBITDA. Lower catalyst margins resulted in an EBITDA decrease of 6%
due to higher energy costs and lower catalyst volumes decreased EBITDA by 4%
driven by lower demand. Unfavorable foreign exchange impacts resulted in a 4%
decrease in EBITDA.

First nine months of 2022 vs. first nine months of 2021 – Lower licensing revenue resulting from fewer contracts reaching milestones resulted in a 10% decline in EBITDA. Unfavorable currency effects led to a 9% decline in EBITDA. Higher catalyst volumes driven by higher demand resulted in an 8% increase in EBITDA.

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                              FINANCIAL CONDITION

The operating, investing and financing activities of continuing operations, which are described below, are presented in the following table:

                                  Nine Months Ended
                                    September 30,
Millions of dollars               2022          2021
Cash provided by (used in):
Operating activities          $    4,515      $ 4,616
Investing activities              (1,433)        (797)
Financing activities              (2,929)      (3,627)


Operating Activities-Cash provided by operating activities of $4,515 million in
the first nine months of 2022 primarily reflected earnings adjusted for non-cash
items and by the main components of working capital-Accounts receivable,
Inventories and Accounts payable.

In the first nine months of 2022, the main components of working capital used
$267 million of cash driven primarily by an increase in Inventories partially
offset by a decrease in Accounts receivable and an increase in Accounts payable.
The increase in Inventories was primarily due to inventory build following
planned and unplanned outages. The decrease in Accounts receivable was driven by
lower revenues across most businesses primarily driven by lower average sales
prices and lower sales volume. The increase in Accounts payable was primarily
driven by higher energy costs and higher raw material costs for our Refining and
I&D segments.

Cash provided by operating activities of $4,616 million in the first nine months
of 2021 reflected earnings adjusted for non-cash items and cash used by the main
components of working capital.

In the first nine months of 2021, the main components of working capital used
$1,517 million of cash driven primarily by an increase in Accounts receivable
and Inventories, partially offset by an increase in Accounts payable. The
increase in Accounts receivable was driven by higher revenues across most
businesses primarily driven by higher sales volumes along with higher average
sales prices. The increase in Inventories was primarily due to an increase in
raw material costs coupled with the replenishment of inventory levels to support
anticipated business demands. The increase in Accounts payable was primarily
driven by increased raw material costs.

Investing Activities-Capital expenditures in the first nine months of 2022
totaled $1,417 million compared to $1,285 million in the first nine months of
2021. Approximately 50% and 60% of our capital expenditures in the first nine
months of 2022 and 2021, respectively, was for profit-generating growth
projects, primarily our PO/TBA plant, with the remaining expenditures supporting
sustaining maintenance. See Note 13 to the Consolidated Financial Statements for
additional information regarding capital expenditures by segment.

We invest cash in investment grade and other high quality instruments that provide adequate flexibility to redeploy funds as needed to meet our cash flow needs while maximizing return.

In the first nine months of 2022 and 2021, we received proceeds of $8 million
and $309 million, respectively, from the liquidation of our investment in equity
securities. Additionally, in the first nine months of 2021, we received proceeds
of $346 million from maturities of certain available-for-sale debt securities.

In the first nine months of 2021 we made an equity contribution of $104 million
to form Ningbo ZRCC LyondellBasell New Material Company Limited, a 50/50 joint
venture with China Petroleum & Chemical Corporation. The joint venture
constructed a new propylene oxide and styrene monomer unit in Zhenhai Ningbo,
China which began production in January 2022. The joint venture is included in
our I&D segment.



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In July 2022, foreign currency contracts with an aggregate notional value of
€500 million expired. Upon settlement of these foreign currency contracts, we
paid €500 million ($501 million at the expiry spot rate) to our counterparties
and received $614 million from our counterparties.

In July 2021, foreign currency contracts with an aggregate notional value of
€300 million expired. Upon settlement of these foreign currency contracts, we
paid €300 million ($355 million at the expiry spot rate) to our counterparties
and received $358 million from our counterparties.

Financing Activities-We made dividend payments totaling $2,859 million, which
included a combination of a special dividend of $5.20 per share and an increased
quarterly dividend, and $1,110 million in the first nine months of 2022 and
2021, respectively. Additionally, in the first nine months of 2022 and 2021, we
made payments of $420 million and $78 million to repurchase outstanding ordinary
shares, respectively.

In the first nine months of 2022 and 2021, we received net proceeds of $96
million and made net repayments of $103 million, respectively, related to the
issuance and repurchase of commercial paper instruments under our commercial
paper program.

In the first nine months of 2022, we received a warranty return from $238 million related to positions held with our counterparties for certain deferred interest rate swaps.

In the first nine months of 2021, we repaid $1,450 million, $325 million and
$500 million outstanding under our $4,000 million senior unsecured delayed draw
term loan credit facility due March 2022, 4% Guaranteed Notes due 2023 and
2.875% Guaranteed notes due 2025, respectively.

Cash and capital resources

Insight

We plan to fund our working capital, capital expenditures, debt service,
dividends and other cash requirements with our current available liquidity and
cash from operations, which could be affected by general economic, financial,
competitive, legislative, regulatory, business and other factors, many of which
are beyond our control. Cash and cash equivalents, cash from our short-term
investments, cash from operating activities, proceeds from the issuance of debt,
or a combination thereof, may be used to fund the purchase of shares under our
share repurchase authorization.

We intend to continue to declare and pay quarterly dividends, with the goal of
increasing the dividend over time, after giving consideration to our cash
balances and expected results from operations. Our focus on funding our
dividends while remaining committed to a strong investment grade balance sheet
continues to be the foundation of our capital allocation strategy.

Cash and liquid investments

From September 30, 2022we had cash and cash equivalents totaling $1,480 millionincluding $919 million in jurisdictions outside of WEmainly detained in countries of the European Union and China. There are currently no legal or economic restrictions that would materially impede our cash transfers.

Credit Arrangements

To September 30, 2022we had total debt, including current maturities, of
$11,316 million. Moreover, we had $209 million outstanding letters of credit, bank guarantees and surety bonds issued under uncommitted credit facilities to support trade payables and other obligations.

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We had full unused availability under our credit facilities of $3,850 million
at September 30, 2022which included the following:

•$2,950 million under our $3,250 million Senior Revolving Credit Facility, which
backs our $2,500 million commercial paper program. Availability under this
facility is net of outstanding borrowings, outstanding letters of credit
provided under the facility and notes issued under our commercial paper program.
At September 30, 2022, we had $300 million of outstanding commercial paper, net
of discount, and no borrowings or letters of credit outstanding under this
facility; and

•$900 million under our $900 million U.S. Receivables Facility. Availability
under this facility is subject to a borrowing base of eligible receivables,
which is reduced by outstanding borrowings and letters of credit, if any. At
September 30, 2022, we had no borrowings or letters of credit outstanding under
this facility.

At any time and from time to time, we may repay or redeem our outstanding debt,
including purchases of our outstanding bonds in the open market, through
privately negotiated transactions or a combination thereof, in each case using
cash and cash equivalents, cash from our short-term investments, cash from
operating activities, proceeds from the issuance of debt or proceeds from asset
divestitures. Any repayment or redemption of our debt will depend on prevailing
market conditions, our liquidity requirements, contractual restrictions and
other factors. In connection with such repurchases or redemptions, we may incur
cash and non-cash charges, which could be material in the period in which they
are incurred.

In accordance with our current interest rate risk management strategy and
subject to management's evaluation of market conditions and the availability of
favorable interest rates among other factors, we may from time to time enter
into interest rate swap agreements to economically convert a portion of our
fixed rate debt to variable rate debt or convert a portion of our variable rate
debt to fixed rate debt.

Share Repurchases

In May 2022, our shareholders approved a proposal to authorize us to repurchase
up to 34.0 million ordinary shares, through November 27, 2023, which superseded
any prior repurchase authorizations. Our share repurchase authorization does not
have a stated dollar amount, and purchases may be made through open market
purchases, private market transactions or other structured transactions.
Repurchased shares could be retired or used for general corporate purposes,
including for various employee benefit and compensation plans. The maximum
number of shares that may yet be purchased is not necessarily an indication of
the number of shares that will ultimately be purchased. In the first nine months
of 2022, we purchased approximately 4.4 million shares under our share
repurchase authorizations for $406 million.

As of October 26, 2022, we had approximately 31.7 million shares remaining under
the current authorization. The timing and amounts of additional shares
repurchased, if any, will be determined based on our evaluation of market
conditions and other factors, including any additional authorizations approved
by our shareholders. For additional information related to our share repurchase
authorizations, see Note 11 to the Consolidated Financial Statements.

CURRENT BUSINESS OUTLOOK

In October, demand from consumer packaging, oxyfuels and refining markets
remains strong. Nonetheless, persistent inflation and high energy costs coupled
with weaker seasonal demand are likely to drive further margin compression
across most of the company's businesses in the fourth quarter. Challenging
conditions are expected to continue in European and Asian markets. To match the
global demand outlook, we expect fourth quarter average operating rates of 75%
for assets in our O&P-Americas segment, 60% for European assets in our O&P-EAI
segment and 75% for assets in our I&D segment. The company remains watchful for
market improvements in China.

ACCOUNTING AND REPORTING CHANGES

For an analysis of the potential impact of the new accounting standards on our consolidated financial statements, see note 2 to the consolidated financial statements.



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DISCLAIMER FOR THE PURPOSES OF THE “SAFE HARBOUR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

This report includes forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. You can identify our forward-looking statements by the
words "anticipate," "estimate," "believe," "continue," "could," "intend," "may,"
"plan," "potential," "predict," "should," "will," "expect," "objective,"
"projection," "forecast," "goal," "guidance," "outlook," "effort," "target" and
similar expressions.

We based forward-looking statements on our current expectations, estimates and
projections of our business and the industries in which we operate. We caution
you that these statements are not guarantees of future performance. They involve
assumptions about future events that, while made in good faith, may prove to be
incorrect, and involve risks and uncertainties we cannot predict. Our actual
outcomes and results may differ materially from what we have expressed or
forecast in the forward-looking statements. Any differences could result from a
variety of factors, including the following:

•the cost of raw materials represents a substantial portion of our operating
expenses, and energy costs generally follow price trends of crude oil, natural
gas liquids and/or natural gas; price volatility can significantly affect our
results of operations and we may be unable to pass raw material and energy cost
increases on to our customers due to the significant competition that we face,
the commodity nature of our products and the time required to implement pricing
changes;

•our operations in the United States ("U.S.") have benefited from low-cost
natural gas and natural gas liquids; decreased availability of these materials
(for example, from their export or regulations impacting hydraulic fracturing in
the U.S.) could reduce the current benefits we receive;

• if crude oil prices fall significantly or remain low relative to WE natural gas prices, we would see less benefit from lower cost natural gas and natural gas liquids and this could adversely affect our results of operations;

•industry’s production capacities and operating rates can lead to periods of excess supply and low profitability;

•we may face unplanned operating interruptions (including leaks, explosions,
fires, weather-related incidents, mechanical failures, unscheduled downtime,
supplier disruptions, labor shortages, strikes, work stoppages or other labor
difficulties, transportation interruptions, spills and releases and other
environmental incidents) at any of our facilities, which would negatively impact
our operating results; for example, because the Houston refinery is our only
refining operation, we would not have the ability to increase production
elsewhere to mitigate the impact of any outage at that facility;

•changes in general economic, business, political and regulatory conditions in
the countries or regions in which we operate could increase our costs, restrict
our operations and reduce our operating results;

• our ability to execute our organic growth plans may be adversely affected by our ability to complete projects on time and within budget;

• our ability to acquire new businesses and assets and to integrate those operations into our existing operations and to make economic changes to operations;

•our ability to successfully implement the initiatives identified as part of our value improvement program and to generate the anticipated benefits;

•uncertainties associated with worldwide economies could create reductions in
demand and pricing, as well as increased counterparty risks, which could reduce
liquidity or cause financial losses resulting from counterparty default;

•uncertainties related to the extent and duration of the pandemic-related
decline in demand, or other impacts due to the pandemic in geographic regions or
markets served by us, or where our operations are located, including the risk of
prolonged recession;



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• the negative outcome of any legal, tax and environmental proceedings or any changes in laws or regulations relating to legal, tax and environmental matters may increase our costs, reduce demand for our products or otherwise limit our ability to achieve savings in the framework of the regulations in force;

• any loss or non-renewal of favorable tax treatment under agreements or treaties, or any change in laws, regulations or treaties, may significantly increase our tax liability;

•we may be required to reduce production or idle certain facilities because of
the cyclical and volatile nature of the supply-demand balance in the chemical
and refining industries, which would negatively affect our operating results;

•we rely on continuing technological innovation, and an inability to protect our
technology, or others' technological developments could negatively impact our
competitive position;

•we may be unable to meet our sustainability goals, including the ability to
operate safely, increase production of recycled and renewable-based polymers,
and reduce our emissions;

• we may not be able to stop the Houston Refinery timely or incur additional costs or expenses;

•we have significant international operations, and fluctuations in exchange
rates, valuations of currencies and our possible inability to access cash from
operations in certain jurisdictions on a tax-efficient basis, if at all, could
negatively affect our liquidity and our results of operations;

•we are subject to the risks of doing business at a global level, including
wars, terrorist activities, political and economic instability and disruptions
and changes in governmental policies, which could cause increased expenses,
decreased demand or prices for our products and/or disruptions in operations,
all of which could reduce our operating results;

•if we are unable to meet the terms of our credit facilities, borrowings and other financing agreements, such obligations may be accelerated, which we may not be able to repay; and

•we may be unable to incur additional indebtedness or obtain financing on terms
that we deem acceptable, including for refinancing of our current obligations;
higher interest rates and costs of financing would increase our expenses.

Any of these factors, or a combination of these factors, could materially affect
our future results of operations and the ultimate accuracy of the
forward-looking statements. Our management cautions against putting undue
reliance on forward-looking statements or projecting any future results based on
such statements or present or prior earnings levels.

All subsequent written and oral forward-looking statements attributable to us or
any person acting on our behalf are expressly qualified in their entirety by the
cautionary statements contained or referred to in this section and any other
cautionary statements that may accompany such forward-looking statements. Except
as otherwise required by applicable law, we disclaim any duty to update any
forward-looking statements.

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