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.").

In November 2020, the U.S. Securities and Exchange Commission (the "SEC")
adopted the final rule under SEC Release No. 33-10890, Management's Discussion
and Analysis, Selected Financial Data, and Supplementary Financial Information,
which we applied as of December 31, 2021. Pursuant to this final rule, for
interim reporting, we have elected to compare the changes in our results of
operations of the most recently completed quarter to the immediately preceding
sequential quarter as management believes this is more useful in identifying
current business trends and provides a more meaningful comparison.

OVERVIEW



During the first quarter 2022 we reversed fourth quarter trends and achieved
price increases for polyethylene and polypropylene while rapidly rising
feedstock and energy costs compressed olefins and polyolefins margins in our
O&P-Americas segment. European demand for polymers remained solid despite
ongoing challenges from the war in Ukraine. Our ethylene cracker in La Porte,
Texas, restarted ahead of schedule in March after completing a major planned
maintenance turnaround. In our oxyfuels and refining businesses, increasing
demand for transportation fuels and higher prices for gasoline and diesel led to
improvements in our results. Advanced Polymer Solutions profitability increased
due to higher volumes and margins as automotive demand improved from the fourth
quarter of 2021.

As a result of the war in Ukraine, in March we announced that, effective immediately, we will not enter into any new business transactions or relationships with Russian state-owned entities and also that we intend to discontinue business relationships with Russian state-owned entities to the extent legally possible. We do not expect these measures will have a direct material impact on our operations or financial position.



We continued to generate substantial cash during the quarter as cash provided by
operating activities provided $1,502 million in the first quarter of 2022.
During the first quarter of 2022 we repurchased approximately 2.1 million of our
outstanding ordinary shares.



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

                                                                               Three Months Ended
                                                              March 31,           December 31,           March 31,
Millions of dollars                                             2022                  2021                 2021
Sales and other operating revenues                          $   13,157          $      12,830          $    9,082
Cost of sales                                                   11,136                 10,934               7,678
Impairments                                                          -                    624                   -
Selling, general and administrative expenses                       328                    328                 287
Research and development expenses                                   32                     33                  29
Operating income                                                 1,661                    911               1,088
Interest expense                                                   (74)                  (153)               (110)
Interest income                                                      2                      1                   2
Other income, net                                                   19                     35                  25
Income from equity investments                                      29                     72                 137
Income from continuing operations before income taxes            1,637                    866               1,142
Provision for income taxes                                         316                    135                  70
Income from continuing operations                                1,321                    731               1,072
Loss from discontinued operations, net of tax                       (1)                    (5)                 (2)
Net income                                                       1,320                    726               1,070
Other comprehensive income (loss), net of tax -
Financial derivatives                                               88                    (60)                175

Defined benefit pension and other postretirement benefit             5                    168                  11

plans


Foreign currency translations                                      (25)                   (28)               (107)
Total other comprehensive income, net of tax                        68                     80                  79
Comprehensive income                                        $    1,388          $         806          $    1,149





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                             RESULTS OF OPERATIONS

Revenues-Revenue increased by $327 million, or 3%, in the first quarter of 2022
compared to the fourth quarter 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 fourth quarter of 2021. These higher prices led
to a 7% increase in revenue. This increase was partially offset by a 3% decline
in revenue as a result of lower sales volumes driven by outages in our
O&P-Americas and Refining segments. Revenue also decreased 1% as a result of
unfavorable foreign exchange impacts.

Revenues increased by $4,075 million, or 45%, in the first quarter of 2022
compared to the first quarter 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 quarter of 2021. These higher prices led to a
31% increase in revenue. Higher sales volumes, driven by increased demand,
resulted in a revenue increase of 14%.

Cost of Sales-Cost of sales increased by $202 million, or 2%, in the first
quarter of 2022 compared to the fourth quarter of 2021 and by $3,458 million, or
45%, in the first quarter of 2022 compared to the first quarter of 2021. The
increase primarily related to higher feedstock and energy costs.

Operating Income-Operating income increased by $750 million, or 82%, in the
first quarter of 2022 compared to the fourth quarter of 2021. Operating income
in our Refining, I&D, APS and O&P-EAI segments increased $644 million,
$329 million, $101 million and $81 million, respectively. These increases were
partially offset by a decrease in Operating income in our O&P-Americas and
Technology segments of $339 million and $70 million, respectively.

Operating income increased by $573 million, or 53%, in the first quarter of 2022
compared to the first quarter of 2021. Operating income in our I&D, Refining,
O&P-Americas and Technology segments increased by $380 million, $278 million,
$41 million and $11 million, respectively. These increases were partially offset
by a decrease in Operating income in our O&P-EAI and APS segments of $121
million and $16 million, respectively.

Results for each of our business segments are discussed further in the Segment Analysis section below.



Income from Equity Investments-Income from our equity investments decreased by
$43 million, or 60%, in the first quarter of 2022 compared to the fourth quarter
of 2021 and by $108 million, or 79%, in the first quarter of 2022 compared to
the first quarter of 2021. The decrease was mainly attributable to margin
compression due to decreased demand and lower prices in Asia.

Income Taxes-Our effective income tax rate for the first quarter of 2022 was
19.3% compared to 15.6% for the fourth quarter of 2021. The higher effective tax
rate in the first quarter of 2022 was primarily attributable to higher pre-tax
earnings and lower exempt income which resulted in a 3% and 2.6% increase in our
effective tax rate, respectively. These increases were partially offset by a
2.6% decrease in the effective tax rate driven by changes in unrecognized tax
benefits.

Our effective income tax rate for the first quarter of 2022 was 19.3% compared
to 6.1% for the first quarter of 2021. In the first quarter 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 ("CARES Act") of 10.5% and
2.6% respectively; such benefits did not impact our effective tax rate in the
first quarter of 2022. Our income tax results are discussed further in Note 8 to
the Consolidated Financial Statements.



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Comprehensive Income-Comprehensive income increased by $582 million in the first
quarter of 2022 compared to the fourth quarter of 2021. The increase is
primarily due to higher net income and changes in financial derivative
instruments primarily driven by periodic changes in benchmark interest rates,
partially offset by the impact of defined pension and other post-retirement
benefits.

Comprehensive income increased by $239 million in the first quarter of 2022
compared to the first quarter of 2021. The increase is primarily due to higher
net income and changes in foreign currency translation adjustments, partially
offset by changes in financial derivative instruments primarily driven by
periodic changes in benchmark interest rates.

In the first quarter of 2022, the cumulative after-tax effects of our
derivatives designated as cash flow hedges were net gains of $88 million.
Pre-tax gains of $112 million related to forward-starting interest rate swaps
were driven by periodic changes in benchmark interest rates in the first quarter
of 2022. The fluctuations of the U.S. dollar against the euro and the periodic
changes in benchmark interest rates, in the first quarter of 2022, resulted in
pre-tax gains of $9 million, related to our cross-currency swaps. Pre-tax losses
of $25 million related to our cross-currency swaps were reclassified from
Accumulated other comprehensive loss to Interest expense in the first quarter of
2022. The remaining change pertains to our commodity cash flow hedges.

In the fourth quarter of 2021, the cumulative after-tax effects of our
derivatives designated as cash flow hedges were net losses of $60 million.
Included in this amount, were pre-tax losses of $42 million related to
forward-starting interest rate swaps, driven by the periodic change in benchmark
interest rates in the fourth quarter of 2021. The fluctuations of the U.S.
dollar against the euro and the periodic changes in benchmark interest rates in
the fourth quarter of 2021, resulted in pre-tax gains of $80 million, related to
our cross-currency swaps. Pre-tax losses of $88 million related to our
cross-currency swaps were reclassified from Accumulated other comprehensive loss
to Interest expense in the fourth quarter of 2021.

In the first quarter of 2021, the cumulative after-tax effects of our derivatives designated as cash flow hedges were net gains of $175 million. Included in this amount, were pre-tax gains of $223 million related to forward-starting interest rate swaps, driven by the periodic change in benchmark interest rates in the first quarter of 2021.

We recognized defined benefit pension and other post-retirement benefit plan pre-tax gains of $214 million, related to changes in actuarial assumptions, primarily related to an increase in discount rate and higher actual returns versus expected returns on plan assets in the fourth quarter of 2021.



The predominant functional currency for our operations outside of the U.S. is
the euro. Relative to the U.S. dollar, the value of the euro weakened in the
first quarter of 2022, the fourth and the first quarter of 2021, resulting in
net losses reflected in the Consolidated Statements of Comprehensive Income. The
net losses related to unrealized changes in foreign currency translation impacts
include pre-tax gains of $35 million, $52 million and $62 million, in the first
quarter of 2022, the fourth and the first quarter of 2021, respectively, which
represent the effective portion of our net investment hedges.



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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 12 to our Consolidated Financial Statements.

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

                                                           Three Months Ended
                                              March 31,      December 31,       March 31,
Millions of dollars                             2022             2021              2021
Sales and other operating revenues:
O&P-Americas segment                         $   3,595      $       4,012      $    2,859
O&P-EAI segment                                  3,762              3,530           3,047
I&D segment                                      3,339              2,934           1,767
APS segment                                      1,408              1,253           1,270
Refining segment                                 2,720              2,643           1,126
Technology segment                                 181                257             165
Other, including intersegment eliminations      (1,848)            (1,799)         (1,152)
Total                                        $  13,157      $      12,830      $    9,082
Operating income (loss):
O&P-Americas segment                         $     728      $       1,067      $      687
O&P-EAI segment                                    138                 57             259
I&D segment                                        468                139              88
APS segment                                         88                (13)            104
Refining segment                                   148               (496)           (130)
Technology segment                                  93                163              82
Other, including intersegment eliminations          (2)                (6)             (2)
Total                                        $   1,661      $         911      $    1,088
Depreciation and amortization:
O&P-Americas segment                         $     144      $         151      $      143
O&P-EAI segment                                     47                 47              53
I&D segment                                         81                115              80
APS segment                                         29                 34              28
Refining segment                                     -                 21              19
Technology segment                                  10                  9              12
Total                                        $     311      $         377      $      335
Income (loss) from equity investments:
O&P-Americas segment                         $      33      $          21      $       30
O&P-EAI segment                                      1                 50              95
I&D segment                                         (5)                 2              12
APS segment                                          -                 (1)              -
Total                                        $      29      $          72      $      137




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                                                             Three Months Ended
                                                March 31,       December 31,       March 31,
  Millions of dollars                              2022             2021              2021

Other income (expense), net:


  O&P-Americas segment                         $        6      $          23      $        7
  O&P-EAI segment                                       2                  1               5
  I&D segment                                           2                 (4)              2
  APS segment                                           8                  4               3
  Refining segment                                      -                  1               1
  Technology segment                                    -                  1               -
  Other, including intersegment eliminations            1                  9               7
  Total                                        $       19      $          35      $       25
  EBITDA:
  O&P-Americas segment                         $      911      $       1,262      $      867
  O&P-EAI segment                                     188                155             412
  I&D segment                                         546                252             182
  APS segment                                         125                 24             135
  Refining segment                                    148               (474)           (110)
  Technology segment                                  103                173              94
  Other, including intersegment eliminations           (1)                 3               5
  Total                                        $    2,020      $       1,395      $    1,585

Olefins and Polyolefin-Americas Segment

Overview-EBITDA in the first quarter of 2022 decreased compared to fourth quarter of 2021 due to higher feedstock cost and increased relative to the first quarter of 2021 driven by higher polyolefins results.



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 first quarter of 2022
and the first and fourth quarter of 2021 approximately 60% to 70% of the raw
materials used in our North American crackers was ethane.

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

                                                   Three Months Ended
                                      March 31,       December 31,       March 31,
Millions of dollars                      2022             2021              2021

Sales and other operating revenues $ 3,595 $ 4,012 $

2,859


Income from equity investments               33                 21              30
EBITDA                                      911              1,262             867




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Revenue-Revenues for our O&P-Americas segment declined by $417 million, or 10%,
in the first quarter of 2022 compared to the fourth quarter of 2021 and
increased by $736 million, or 26%, in the first quarter of 2022 compared to the
first quarter of 2021.

First quarter of 2022 versus fourth quarter of 2021-Volume declines resulted in
a revenue decrease of 8% due to planned and unplanned outages. Lower average
sales prices resulted in a 2% decrease in revenue primarily driven by lower
demand.

First quarter of 2022 versus first quarter of 2021-Higher average sales prices
resulted in a 23% increase in revenue primarily driven by tight market
conditions. Higher sales volume resulted in a revenue increase of 3% as the
first quarter of 2021 was 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 $351 million, or 28%, in the first quarter of 2022
compared to the fourth quarter of 2021 and increased by $44 million, or 5%, in
the first quarter of 2022 compared to the first quarter of 2021.

First quarter of 2022 versus fourth quarter of 2021-Lower olefin results led to
a 14% decrease in EBITDA primarily due to lower margins driven by higher
feedstock costs. Lower polyethylene and polypropylene results led to a 10% and
5% decrease in EBITDA, respectively, primarily due to polyolefin sales price
decreases in combination with higher feedstock costs.

First quarter of 2022 versus first quarter of 2021-Higher polyethylene and
polypropylene results led to a 18% and 3% increase in EBITDA, respectively,
primarily due to sales price increases and lower feedstock costs. Lower olefin
results led to a 15% decrease in EBITDA due to margin constraints from rising
feedstock and energy costs and lower ethylene sales prices.

Olefins and Polyolefin-Europe, Asia, International Segment

Overview-EBITDA increased in the first quarter of 2022 compared to the fourth quarter of 2021 due to higher product margins and decreased relative to the first quarter of 2021 mainly as a result of lower olefin margins and equity income.



During the first quarter of 2022 and fourth quarter of 2021 we operated our
ethylene crackers at 74% and 71% of capacity, respectively, due to planned
maintenance compared with an operating rate of 98% in the first quarter of 2021.
The first quarter of 2022 was also impacted by feedstock disruptions driven by
the war in Ukraine.

Ethylene Raw Materials-In Europe, heavy liquids are the primary raw materials
for our ethylene production and represented approximately 70% of the raw
materials used in the first quarter of 2022 and the first and fourth quarter of
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
                                      March 31,       December 31,       March 31,
Millions of dollars                      2022             2021              2021

Sales and other operating revenues $ 3,762 $ 3,530 $

3,047


Income from equity investments                1                 50              95
EBITDA                                      188                155             412






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Revenue-Revenues increased by $232 million, or 7%, in the first quarter of 2022
compared to the fourth quarter of 2021 and by $715 million, or 23%, in the first
quarter of 2022 compared to the first quarter of 2021.

First quarter of 2022 versus fourth quarter of 2021-Higher average sales prices
resulted in a 7% increase in revenue as sales prices generally correlate with
crude oil prices, which on average, increased compared to the fourth quarter of
2021. Volume improvements resulted in a revenue increase of 3% primarily due to
increased demand. Unfavorable foreign exchange impacts resulted in a revenue
decrease of 3%.

First quarter of 2022 versus first quarter of 2021-Higher average sales prices
resulted in a 27% increase in revenue as sales prices generally correlate with
crude oil prices, which on average, increased compared to the first quarter of
2021. Lower volumes resulted in a revenue decrease of 3% primarily due to lower
demand. Unfavorable foreign exchange impacts resulted in a revenue decrease of
1%.

EBITDA-EBITDA increased by $33 million, or 21%, in the first quarter of 2022
compared to the fourth quarter of 2021 and decreased by $224 million, or 54%, in
the first quarter of 2022 compared to the first quarter of 2021.

First quarter of 2022 versus fourth quarter of 2021-Higher polyethylene and
polypropylene results led to a 19% and 5% increase in EBITDA, respectively,
largely attributed to higher margins. Higher olefins results led to a 14%
increase in EBITDA primarily driven by higher margins as monomer prices
increased, partially offset by higher feedstock and energy costs. Lower income
from our equity investments led to decreases in EBITDA of 32% mainly
attributable to margin compression due to decreased demand and lower prices in
Asia. The fourth quarter of 2021 included a $30 million LIFO inventory valuation
charge, a similar charge was not incurred during the first quarter of 2022.

First quarter of 2022 versus first quarter of 2021-Lower olefins results led to
a 25% decrease in EBITDA primarily driven by lower margins attributable to
higher feedstock and energy costs which outpaced increased ethylene and
co-product prices. Lower income from our equity investments led to decreases in
EBITDA of 23% mainly attributable to margin compression as noted above.
Unfavorable foreign exchange impacts resulted in a EBITDA decrease of 4%.

Other-Planned maintenance in 2022 for our O&P-EAI segment is expected to impact
EBITDA by approximately $95 million for the full year, $35 million higher than
previously estimated due to additional work related to planned maintenance at
our cracker in Berre, France in the second quarter of 2022.

Intermediates and Derivatives Segment

Overview-EBITDA increased in the first quarter of 2022 compared to the first and fourth quarter of 2021, primarily driven by higher margins across most businesses due to market supply tightness coupled with strong demand recovery.



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

                                                      Three Months Ended
                                         March 31,       December 31,       March 31,
Millions of dollars                         2022             2021              2021

Sales and other operating revenues $ 3,339 $ 2,934 $ 1,767 (Loss) income from equity investments

           (5)                 2              12
EBITDA                                         546                252             182






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Revenue-Revenues increased by $405 million, or 14%, in the first quarter of 2022
compared to the fourth quarter of 2021 and by $1,572 million, or 89%, in the
first quarter of 2022 compared to the first quarter of 2021.

First quarter of 2022 versus fourth quarter of 2021-Sales volumes increased
resulting in a 9% increase in revenue, largely due to improved operating rates
at our acetyls facilities. Higher average sales prices resulted in a 6% increase
in revenue as sales prices generally correlate with crude oil prices, which on
average, increased compared to the fourth quarter of 2021. Unfavorable foreign
exchange impacts resulted in a revenue decrease of 1%.

First quarter of 2022 versus first quarter of 2021-Higher average sales prices
resulted in a 55% increase in revenue as sales prices generally correlate with
crude oil prices, which on average, increased compared to the same period in
2021. Sales volumes increased resulting in a 35% increase in revenue, mainly due
to absence of the impact of unusually cold temperatures and associated
electrical power outages that led to shutdowns of our manufacturing facilities
in Texas in early 2021. Unfavorable foreign exchange impacts resulted in a
revenue decrease of 1%.

EBITDA-EBITDA increased by $294 million, or 117%, in the first quarter of 2022 compared to the fourth quarter of 2021 and by $364 million, or 200%, in the first quarter of 2022 compared to the first quarter of 2021.



First quarter of 2022 versus fourth quarter of 2021-Oxyfuels and related
products results led to an EBITDA increase of 50% primarily driven by margin
improvement as a result of higher product prices. Propylene oxide and
derivatives results led to increases in EBITDA of 20% due to improved margins
driven by increased demand for durable goods. Intermediate chemicals results
increased EBITDA by 17% equally driven by higher margins and volumes due to
tight industry supply and improved operations. The fourth quarter of 2021
included a $93 million LIFO inventory valuation charge; a similar charge was not
incurred during the first quarter of 2022.

First quarter of 2022 versus first quarter of 2021-Propylene oxide and
derivatives results increased EBITDA by 113% primarily as a result of higher
margins due to strong demand recovery coupled with tight market supply resulting
from industry outages. Intermediate chemicals results increased EBITDA by 77%
due to improved margins driven by higher demand and tight market conditions.
Oxyfuels and related products results increased EBITDA by 42% primarily driven
by margin improvement as a result of improved demand and higher gasoline prices.
Lower income from our equity investments led to decreases in EBITDA of 10%
mainly attributable to lower propylene oxide margins in Asia. Unfavorable
foreign exchange impacts resulted in a EBITDA decrease of 9%.

Advanced Polymer Solutions Segment



Overview-EBITDA increased in the first quarter of 2022 relative to the fourth
quarter of 2021 primarily due to higher demand for our products and the absence
of a LIFO adjustment recognized during the fourth quarter of 2021. EBITDA
decreased in the first quarter of 2022 relative to the first quarter of 2021
primarily due to lower demand for our products.

The following table sets forth selected financial information for the APS
segment including losses from equity investments, which is a component of
EBITDA:

                                                   Three Months Ended
                                      March 31,       December 31,       March 31,
Millions of dollars                      2022             2021              2021

Sales and other operating revenues $ 1,408 $ 1,253 $


 1,270
Loss from equity investments                  -                 (1)              -
EBITDA                                      125                 24             135






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Revenue-Revenues increased by $155 million, or 12%, in the first quarter of 2022
compared to the fourth quarter of 2021 and by $138 million, or 11%, in the first
quarter of 2022 compared to the first quarter of 2021.

First quarter of 2022 versus fourth quarter of 2021-Sales volumes improved resulting in a 12% increase in revenue stemming from higher automotive and construction demand. Average sales price increased resulting in a 3% increase in revenue as sales prices generally correlate with crude oil prices, which on average, increased compared to the fourth quarter of 2021. Foreign exchange impacts resulted in a revenue decrease of 3%.



First quarter of 2022 versus first quarter of 2021-Average sales price increased
resulting in a 19% increase in revenue as sales prices generally correlate with
crude oil prices, which on average, increased compared to the same period in
2021. Sales volumes decreased resulting in a 7% decrease in revenue stemming
from lower automotive demand. Foreign exchange impacts resulted in a revenue
decrease of 1%.

EBITDA-EBITDA increased by $101 million, or 421%, in the first quarter of 2022
compared to the fourth quarter of 2021 and decreased by $10 million, or 7%, in
the first quarter of 2022 compared to the first quarter of 2021.

First quarter of 2022 versus fourth quarter of 2021-Compounding and solutions
results led to an EBITDA increase of 146% primarily due to higher volumes driven
by higher demand from automotive manufacturers. Increased advanced polymer
results led to an EBITDA increase of 42% due to higher volumes driven by
increased seasonal demand. The fourth quarter of 2021 included a $55 million
LIFO inventory valuation charge; a similar charge was not incurred during the
first quarter of 2022.

First quarter of 2022 versus first quarter of 2021-Compounding and solutions
results led to an EBITDA decrease of 13% primarily due to lower volumes driven
by lower demand due to constrained production in automotive, appliance and other
end markets as a result of semiconductor shortages. Our advanced polymers
business results increased 8%, driven by higher price spreads. Unfavorable
foreign exchange impacts resulted in a EBITDA decrease of 6%.

Refining Segment

Overview-EBITDA increased in the first quarter of 2022 relative to the first and fourth quarter of 2021 due to higher margins and the absence of a non-cash impairment charge recognized during the fourth quarter of 2021.



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
                                      March 31,       December 31,       March 31,
Millions of dollars                      2022             2021              2021

Sales and other operating revenues $ 2,720 $ 2,643 $


 1,126
EBITDA                                      148               (474)           (110)

Thousands of barrels per day
Heavy crude oil processing rates            255                266          

152



Market margins, dollars per barrel
Brent - 2-1-1                        $    22.31      $       15.54      $    10.57
Brent - Maya differential                  8.51               8.04            4.75
Total Maya 2-1-1                     $    30.82      $       23.58      $    15.32





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Revenue-Revenues increased by $77 million, or 3%, in the first quarter of 2022
compared to the fourth quarter of 2021 and by $1,594 million, or 142%, in the
first quarter of 2022 compared to the first quarter of 2021.

First quarter of 2022 versus fourth quarter of 2021-Higher product prices led to
a revenue increase of 10% due to an average Brent crude oil price increase of
approximately $18 per barrel. Sales volumes decreased resulting in a 7% decrease
in revenue due to the impact of downtime associated with unplanned outages at
one of our coking units.

First quarter of 2022 versus first quarter of 2021-Higher product prices led to
a revenue increase of 87% due to an average Brent crude oil price increase of
approximately $36 per barrel. Sales volumes increased resulting in a 55%
increase in revenue due to improved supply and demand as the first quarter of
2021 was 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 increased by $622 million, or 131%, in the first quarter of 2022 compared to the fourth quarter of 2021 and by $258 million, or 235%, in the first quarter of 2022 compared to the first quarter of 2021.



First quarter of 2022 versus fourth quarter of 2021-During the fourth quarter of
2021, we recognized a non-cash impairment charge of $624 million relating to our
Houston refinery's asset group as well as a $52 million LIFO inventory benefit;
no similar items were incurred during the first quarter of 2022. Margin
improvements, driven by an increase in the Maya 2-1-1 market margin, resulted in
a 13% increase in EBITDA. Volumes declined as a result of unplanned maintenance
which resulted in a 3% decrease in EBITDA.

First quarter of 2022 versus first quarter of 2021-Volumes increased as demand
improved for refined products which resulted in a 8% 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 resulting from higher demand.

Other-In April 2022 we announced our decision to cease operation of our Houston Refinery no later than December 31, 2023. See Note 12 to the Consolidated Financial Statements for additional information.

Technology Segment



Overview-EBITDA decreased in the first quarter of 2022 compared to the fourth
quarter of 2021 from lower licensing revenues and increased in the first quarter
of 2022 relative to the first of 2021 driven by higher catalyst volumes.

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

                                                   Three Months Ended
                                      March 31,       December 31,       March 31,
Millions of dollars                      2022             2021              2021

Sales and other operating revenues $ 181 $ 257 $


   165
EBITDA                                   103                   173              94



Revenue-Revenues decreased by $76 million, or 30%, in the first quarter of 2022
compared to the fourth quarter of 2021 and increased by $16 million, or 10%, in
the first quarter of 2022 compared to the first quarter of 2021.

First quarter of 2022 versus fourth quarter of 2021-Licensing revenues decreased
by 32% as fewer contracts reached significant milestones during the quarter.
Higher catalyst volumes resulted in a 3% increase in revenue driven by continued
strong demand. Changes in average catalyst sales price resulted in a revenue
increase of 4%. An unfavorable foreign exchange impact decreased revenue by 5%.

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First quarter of 2022 versus first quarter of 2021-Higher catalyst volumes
resulted in a 13% increase in revenue primarily driven by strong demand. Changes
in average catalyst sales price resulted in a 3% decrease in revenue. Higher
licensing revenues resulted in a 1% increase in revenue. An unfavorable foreign
exchange impact decreased revenue by 1%.

EBITDA-EBITDA decreased by $70 million, or 40%, in the first quarter of 2022
compared to the fourth quarter of 2021 and increased by $9 million, or 10%, in
the first quarter of 2022 compared to the first quarter of 2021.

First quarter of 2022 versus fourth quarter of 2021-EBITDA decreases were
primarily driven by lower licensing revenue resulting from fewer contracts
reaching significant milestones which resulted in a 49% decrease in revenue.
This decrease was partially offset by an increase in catalyst margins driven by
higher average sales prices which resulted in a 7% increase in EBITDA.

First quarter of 2022 versus first quarter of 2021-EBITDA improvements were driven by higher catalyst volumes which resulted in an EBITDA increase of 19%. Unfavorable foreign exchange impacts resulted in an EBITDA decrease of 7%.


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                              FINANCIAL CONDITION

Operating, investing and financing activities of continuing operations, which are discussed below, are presented in the following table:


                                    Three Months Ended
                                        March 31,
Millions of dollars                  2022             2021
Cash provided by (used in):
Operating activities          $     1,502            $ 571
Investing activities                 (456)             (59)
Financing activities                 (713)            (782)


Operating Activities-Cash provided by operating activities of $1,502 million in
the first quarter of 2022 primarily reflected earnings adjusted for non-cash
items and cash used by the main components of working capital-Accounts
receivable, Inventories and Accounts payable.

In the first quarter of 2022, the main components of working capital used $22
million of cash driven primarily by an increase in Inventories and Accounts
receivable, partially offset by an increase in Accounts payable. The increase in
Inventories was primarily due to an increase in raw material costs coupled with
an increase in inventory in anticipation of turnaround activity in the I&D
segment. The increase in Accounts receivable was driven by higher revenues
across several of our businesses primarily driven by higher volumes and higher
average sales prices. The increase in Accounts payable was primarily driven by
increases in our Refining and O&P-Americas segments as a result of increased raw
material and energy costs.

Cash provided by operating activities of $571 million in the first quarter of
2021 reflected earnings adjusted for non-cash items and cash used by the main
components of working capital.

In the first quarter of 2021, the main components of working capital used $626
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 for our O&P-Americas, O&P-EAI,
and APS segments. The increase in Inventory was primarily driven by higher
inventory volumes, due to lower crude oil consumption as a result of Texas
weather events, and prices within our Refining segment. The increase in Accounts
payables was primarily driven by increased raw material costs.

Investing Activities-Capital expenditures in the first quarter of 2022 totaled
$446 million compared to $340 million in the first quarter of 2021.
Approximately 40% and 55% of our capital expenditures in the first quarter 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 12 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 requirements while maximizing yield.



In the first quarter of 2022 and 2021, we received proceeds of $8 million and
$226 million, respectively, from the liquidation of our investment in equity
securities. Additionally, in the first quarter of 2021 we received proceeds of
$74 million from maturities of certain available-for-sale debt securities.

Financing Activities-In the first quarter of 2022, we made payments of $217
million to repurchase outstanding ordinary shares. We made dividend payments
totaling $371 million and $352 million in the first quarter of 2022 and 2021,
respectively.

In the first quarter of 2022, we made net repayments of $169 million related to
the issuance and repurchase of commercial paper instruments under our commercial
paper program.



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In the first quarter of 2022 and 2021, we received a return of collateral of $51
million and $66 million, respectively, related to the positions held with our
counterparties for certain forward-starting interest rate swaps.

In the first quarter of 2021, we repaid $500 million outstanding under our $4,000 million senior unsecured delayed draw term loan credit facility due March 2022.

Liquidity and Capital Resources

Overview



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



As of March 31, 2022, we had Cash and cash equivalents totaling $1,785 million,
which includes $1,024 million in jurisdictions outside of the U.S., principally
in the United Kingdom. There are currently no legal or economic restrictions
that would materially impede our transfers of cash.

Credit Arrangements



At March 31, 2022, we had total debt, including current maturities, of $11,324
million. Additionally, we had $211 million of outstanding letters of credit,
bank guarantees and surety bonds issued under uncommitted credit facilities to
support trade payables and other obligations.

We had total unused availability under our credit facilities of $4,115 million at March 31, 2022, which included the following:



•$3,215 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 March 31, 2022, we had $35 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
March 31, 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.



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Share Repurchases



In May 2021, our shareholders approved a proposal to authorize us to repurchase
up to 34.0 million ordinary shares, through November 28, 2022 ("2021 Share
Repurchase Authorization"), 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 quarter of 2022, we purchased
approximately 2.1 million shares under our 2021 Share Repurchase Authorization
for $202 million.

As of April 27, 2022, we had approximately 26.7 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 10 to the Consolidated Financial Statements.

CURRENT BUSINESS OUTLOOK



We expect typical improvements in summer seasonal demand will extend market
strength for our products as the global economy continues to navigate
geopolitical uncertainty and volatile costs for energy and feedstocks. Outside
of China, we anticipate benefits from continued demand for consumer packaging,
improving volumes for automotive polymer compounds, seasonal demand for durable
goods used in building and construction markets as well as strong markets for
our oxyfuels products. We forecast a favorable outlook for our refining segment
as we work toward exiting the business by the end of next year. In the second
quarter, margins are likely to improve as the prices for our products catch up
with increased feedstock and energy costs. Additionally, we expect reductions in
operating rates driven by maintenance downtime in Europe and unsustainable
production economics in China to tighten market supply over the coming months.
We continue monitoring risks on supply chains and inflation.

ACCOUNTING AND REPORTING CHANGES

For a discussion of the potential impact of new accounting pronouncements on our Consolidated Financial Statements, see Note 2 to the Consolidated Financial Statements.





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CAUTIONARY STATEMENT FOR THE PURPOSES OF THE "SAFE HARBOR" 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 materially, or remain low relative to U.S. natural gas prices, we would see less benefit from low-cost natural gas and natural gas liquids and it could have a negative effect on our results of operations;

•industry production capacities and operating rates may lead to periods of oversupply 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 negatively affected by our ability to complete projects on time and on budget;

•our ability to acquire new businesses and assets and integrate those operations into our existing operations and make cost-saving changes in operations;



•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;

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


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•any loss or non-renewal of favorable tax treatment under agreements or treaties, or changes in laws, regulations or treaties, may substantially increase our tax liabilities;



•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 be unable to shut down the Houston refinery within the expected timeframe or incur additional charges 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 comply with the terms of our credit facilities, indebtedness and other financing arrangements, those obligations could 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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