Document k952yM9JgLQr58yeLjeoDgkqy

Page 1 of2 <DOCUMENT> <TYPE>EX-3.2 <SEQUENCE>4 <FILENAME>y47109ex3-2.txt <DESCRIPTION>CERTIFICATE OF LIMITED PARTNERSHIP <TEXT> <PAGE> 1 Exhibit 3.2 CERTIFICATE OF LIMITED PARTNERSHIP OF CHEVRON PHILLIPS CHEMICAL COMPANY LP This Certificate of Limited Partnership is being executed as 26, 2000 for the purpose of forming a limited partnership pursuant to Delaware Revised Uniform Limited Partnership Act, 6 Del. C. Sections 17-101 et seq. of April the The undersigned does hereby certify as follows: 1. Name. The name of the partnership is Chevron Phillips Chemical Company LP (the "Partnership"). 2. Registered Office and Registered Agent. The Partnership's registered office in the State of Delaware is located at 1201 N. Market Street, Wilmington, New Castle County, Delaware 19801. The registered agent of the Partnership for service of process at such address is Delaware Corporation Organizers, Inc. 3. Name and Address of the General Partner. The name and address of the General Partner is as follows: Chevron Phillips Chemical Holdings II LLC 1234 Adams Building 3artlesville, OK 74004 IN WITNESS WHEREOF, the undersigned has duly executed this Certificate of Limited Partnership as of the day and year first above written. GENERAL PARTNER: CHEVRON PHILLIPS CHEMICAL HOLDINGS II LLC By: Phillips Petroleum Company Member By: /s/ J.W. Sheets Name: j.W. Sheets Title: Assistant Treasurer </TEXT> http://www.sec.gov/Archives/edgar/data/! 127399/000095012301003315/y47109ex3-2.txt 11/12/2001