Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  AI European Holdings Sarl
2. Date of Event Requiring Statement (Month/Day/Year)
12/07/2012
3. Issuer Name and Ticker or Trading Symbol
LyondellBasell Industries N.V. [LYB]
(Last)
(First)
(Middle)
15-17 AVENUE GASTON DIDERICH
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
Affiliate of Ten Percent Owner
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

LUXEMBOURG, N4 L-1420
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Class A Ordinary Shares 16,000,000
D (1)
 
Class A Ordinary Shares 16,000,000
D (2)
 
Class A Ordinary Shares 16,000,000
D (3)
 
Class A Ordinary Shares 16,000,000
D (4)
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
AI European Holdings Sarl
15-17 AVENUE GASTON DIDERICH
LUXEMBOURG, N4 L-1420
      Affiliate of Ten Percent Owner
AI European Holdings L.P.
15-17 AVENUE GASTON DIDERICH
LUXEMBOURG, N4 L-1420
    X    
AI European Holdings GP Ltd
15-17 AVENUE GASTON DIDERICH
LUXEMBOURG, N4 L-1420
    X    
Access Industries Start-Up Holdings LLC
730 FIFTH AVENUE, 20TH FL
NEW YORK, NY 10019
    X    

Signatures

Peter L. Thoren, for AI European Holdings Sarl and Access Industries Start-up Holdings LLC 12/07/2012
**Signature of Reporting Person Date

Dawn E. Shand, for AI European Holdings Sarl, AI European Holdings L.P. and AI European Holdings GP Limited 12/07/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The securities reported are held directly by Access Industries Start-Up Holdings LLC ("AI Start-Up"). Each of the reporting persons (other than AI Start-Up) disclaims beneficial ownership of these securities, except to the extent of its pecuniary interest therein, and this Form shall not be construed as an admission that any such reporting person is the beneficial owner of any of such securities.
(2) The securities reported are held directly by AI European Holdings GP Limited ("AIEH GP"). Each of the reporting persons (other than AIEH GP) disclaims beneficial ownership of these securities, except to the extent of its pecuniary interest therein, and this Form shall not be construed as an admission that any such reporting person is the beneficial owner of any of such securities.
(3) The securities reported are held directly by AI European Holdings L.P. ("AIEH LP"). Each of the reporting persons (other than AIEH LP) disclaims beneficial ownership of these securities, except to the extent of its pecuniary interest therein, and this Form shall not be construed as an admission that any such reporting person is the beneficial owner of any of such securities.
(4) The securities reported are held directly by AI European Holdings Sarl ("AIEH"). Each of the reporting persons (other than AIEH) disclaims beneficial ownership of these securities, except to the extent of its pecuniary interest therein, and this Form shall not be construed as an admission that any such reporting person is the beneficial owner of any of such securities.

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