SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12B-25
Commission File Number 1-9988
NOTIFICATION OF LATE FILING
(Check One): [X] Form 10-K [ ] Form 11-K [ ] Form 20-F [ ] Form 10-Q
[ ] Form N-SAR
For Period Ended: December 31, 1997
[ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q
[ ] Transition Report on Form 20-F [ ] Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K
For the Transition Period Ended:_________________________________
Nothing in this form shall be construed to imply that the Commission
has verified any information contained herein.
If the notification relates to a portion of the filing checked above,
identify the item(s) to which the notification relates:__________________
________________________________________________________________________
PART I
REGISTRANT INFORMATION
Full name of registrant Huntsman Polymers Corporation
Former name if applicable Rexene Corporation
Address of principal executive office (Street and number) 500 Huntsman Way
City, state and zip code Salt Lake City, Utah 84108
PART II
RULE 12B-25 (B) AND (C)
If the subject report could not be filed without unreasonable effort
or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check box if appropriate.)
[X] (a) The reasons described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or
expense;
[X] (b) The subject annual report, semi-annual report, transition report
on Form 10-K, 20-F, 11-K or Form N-SAR, or portion thereof will
be filed on or before the 15th calendar day following the
prescribed due date; or the subject quarterly report or
transition report on Form 10-Q, or portion thereof will be filed
on or before the fifth calendar day following the prescribed due
date; and
[ ] (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
PART III
NARRATIVE
State below in reasonable detail the reasons why Form 10-K, 11-K, 20-
F, 10-Q, N-SAR or the transition report portion thereof could not be filed
within the prescribed time period. (Attach extra sheets if needed.)
On August 27, 1997, Huntsman Centennial Corporation, a wholly-
owned indirect subsidiary of Huntsman Corporation, was merged with and
into Rexene Corporation, which subsequently changed its name to
Huntsman Polymers Corporation (the "Company"). The resulting change
of control of the Company and change in personnel throughout the
Company has made the gathering of information necessary for the
completion of the Form 10-K of the Company more difficult than
expected. Therefore, the Company was not able to file the Form 10-K
within the prescribed time period.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Martin F. Petersen (801) 532-5200
(Name) (Area code) (Telephone number)
(2) Have all other periodic reports required under Section 13 or
15(d) of the Securities Exchange Act of 1934 or Section 30 of the
Investment Company Act of 1940 during the preceding 12 months or for such
shorter period that the registrant was required to file such report(s) been
filed? If the answer is no, identify report(s).
[X] Yes [ ] No
(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year will be
reflected by the earnings statements to be included in the subject report
or portion thereof?
[X] Yes [ ] No
If so, attach an explanation of the anticipated change, both
narratively and quantitatively, and, if appropriate, state the reasons why
a reasonable estimate of the results cannot be made.
As discussed above, the Company was merged with and into a
wholly-owned subsidiary of Huntsman Corporation. The transaction has been
accounted for as a purchase and, accordingly, the assets and liabilities
have been restated to their estimated fair value.
The results of operations for the year ended December 31, 1997
are expected to be significantly different than for the year ended December
31, 1996 for the following reasons:
Decrease in average sales prices for styrene in 1997;
Decrease in polypropylene production and an increase in
maintenance costs for the polypropylene facility;
Net decrease in operating expenses due to administrative
restructuring as a result of the merger, settlement of an
insurance claim in a lawsuit and a reduction in an
environment accrual due to modifications to a remedial
action plan;
Expenses of the Company related to the merger;
Increase in other expense due to settlement of a lawsuit;
and
Divesture of the Company's polyethylene film business to an
affiliate of the Company.
As a result of the above, it is anticipated that net income for
the year ended December 31, 1997 will be approximately $35 million lower
than the $29.7 million in net income reported for the year ended December
31, 1996.
Huntsman Polymers Corporation
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: April 1, 1998 By: /s/ J. Kimo Esplin
_____________________________
J. Kimo Esplin
Senior Vice President and
Chief Financial Officer
