8-K

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report: September 24, 2002      
(Date of earliest event reported)

Millennium Chemicals Inc.
(Exact Name of Registrant as Specified in Charter)


Delaware 1-12091 22-3436215
(State of Incorporation) (Commission
File Number)
(I.R.S. Employer
Identification No.)

230 Half Mile Road
Red Bank, New Jersey 07701
07701
(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, including area code (732)933-5000

(Former Name or Former Address, if Changed Since Last Report)




Item 9. Regulation FD Disclosure.

On September 24, 2002, William M. Landuyt, the Chairman of the registrant, delivered a speech furnished as Exhibit 99.1 and presented the slides furnished as Exhibit 99.2 at the Credit Suisse First Boston Chemical Conference in New York City.

Signatures

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on behalf of the undersigned hereunto duly authorized.

Dated: September 24, 2002


MILLENNIUM CHEMICALS INC.


BY: /s/ C. William Carmean
       —————————————
       C. William Carmean
       Senior Vice President,
       General Counsel and Secretary

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