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                                                                      EXHIBIT 24

                        LYONDELL PETROCHEMICAL COMPANY

                               POWER OF ATTORNEY
                               -----------------

     Each person whose signature appears below hereby constitutes and appoints
Dan F. Smith, Joseph M. Putz and Russell S. Young, and each of them, his or her
true and lawful attorneys-in-fact and agents, with full power of substitution
and resubstitution, for him or her and in his or her name, place and stead, in
any and all capacities, in connection with any outstanding securities of
Lyondell Petrochemical Company (the "Company"), or any public offering or other
issuance of any securities of the Company authorized by the Board of Directors
of the Company, or by the Executive Committee thereof pursuant to due
authorization by such Board, (1) to execute and file, or cause to be filed, with
the United States Securities and Exchange Commission (the "Commission"), (A)
Registration Statements and any and all amendments (including post-effective
amendments) thereto and to file, or cause to be filed, all exhibits thereto and
other documents in connection therewith as required by the Commission in
connection with such registration under the Securities Act of 1933,

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as amended, and (B) any report or other document required to be filed by the
Company with the Commission pursuant to the Securities Exchange Act of 1934, as
amended, (2) to execute and file, or cause to be filed, any application for
registration or exemption therefrom, any report or any other document required
to be filed by the Company under the Blue Sky or securities law of any of the
United States and to furnish any other information required in connection
therewith, (3) to execute and file, or cause to be filed, any application for
registration or exemption therefrom under the securities laws of any
jurisdiction outside the United States, including any reports or other documents
required to be filed subsequent to the issuance of such securities, and (4) to
execute and file, or cause to be filed, any application for listing such
securities on the New York Stock Exchange, or any other securities exchange in
any other jurisdiction where any such securities are proposed to be sold,
granting to such attorneys-in-fact and agents, and each of them, full power and
authority to do and perform each and every act required to be done as he or she
might or could do in person, hereby ratifying and confirming all that such
attorneys-in-fact and agents, and each of them, may lawfully do or cause to be
done by virtue of this power of attorney.  Each person whose signature appears
below may at any time revoke this power of attorney as to himself or herself
only by an instrument in writing specifying that this power of attorney is

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revoked as to him or her as of the date of execution of such instrument or at a
subsequent specified date.  This power of attorney shall be revoked
automatically with respect to any person whose signature appears below effective
on the date he or she ceases to be a member of the Board of Directors or an
officer of the Company.  Any revocation hereof shall not void or otherwise
affect any acts performed by any attorney-in-fact and agent named herein
pursuant to this power of attorney prior to the effective date of such
revocation.


Dated:  March 7, 1997

 
 
         SIGNATURE                                  TITLE
         ---------                                  -----
 
 ________________________              President, Chief Executive
      Dan F. Smith                       Officer and Director
(Principal Executive Officer)
 
 
 ________________________              Senior Vice President, Chief 
      Russell S. Young                 Financial Officer and Treasurer
(Principal Financial Officer)
 
 
 _________________________              Vice President and Controller
     Joseph M. Putz
(Principal Accounting Officer)
 

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          SIGNATURE                                  TITLE
          ---------                                  -----
 
 ________________________                    Chairman and Director
       Bob G. Gower
 
 
 
  ________________________                   Director
   Dr. William T. Butler
 
 
 
                                             Director
 __________________________ 
     Curtis J. Crawford
 
 
 
                                             Director
___________________________
      Travis Engen
 
 
 
                                             Director
____________________________
  Stephen F. Hinchliffe, Jr.
 
 
 
                                             Director
____________________________
    Dudley C. Mecum II
 
 
 
                                             Director
____________________________
 Paul R. Staley
 
 
 
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