0.25% Uses in Reduction In Term Loan Pricing Clause

Reduction In Term Loan Pricing from Credit Agreement

AMENDMENT (this Amendment) dated as of September 29, 2006 to the Credit Agreement dated as of August 16, 2006 (as amended, the Credit Agreement) among LYONDELL CHEMICAL COMPANY, a Delaware corporation, and the AGENTS and LENDERS from time to time party thereto.

Reduction In Term Loan Pricing. (a) Part B of the definition of Applicable Margin is amended to read as follows: B. Initial Term Loans. The Applicable Margin for Euro-Dollar Initial Term Loans and Base Rate Initial Term Loans for any day are the respective percentages set forth in the chart below in the applicable row and column based upon the Status that exists on such day; provided that in the event any Incremental Term Loans are borrowed with Applicable Margins which exceed those specified above by more than 0.25% per annum, the Applicable Margin for the Initial Term Loans shall be increased so as to be exactly 0.25% per annum less than the Applicable Margins applicable to such Incremental Term Loans. For this purpose, front-end fees or original issue discount with respect to Incremental Term Loans shall be equated to additional margin on the basis of an assumed four-year average life to maturity (i.e., 1.00% in front-end fees and/or original issue discount equals 0.25% additional margin).