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

                             September 30, 1997              
                     ---------------------------------
                     (Date of earliest event reported)

                       Huntsman Polymers Corporation               
           ------------------------------------------------------
           (Exact name of Registrant as specified in its charter)

       Delaware                   1-9988                 75-2104131 
      --------------        --------------------      ------------------
      (State of             (Commission File No.)     (IRS Employer
      Incorporation)                                  Identification No.)

                  500 Huntsman Way, Salt Lake City, Utah  84108        
        ------------------------------------------------------------
        (Address of principal executive offices, including zip code)

                                (801) 584-5700                    
            ----------------------------------------------------
            (Registrant's telephone number, including area code)

       ------------------------------------------------------------
       (Former name or former address, if changed since last report)



          ITEM 2.   ACQUISITION OR DISPOSITION OF ASSETS.

               On September 30, 1997, Huntsman Polymers Corporation
          (formerly known as Rexene Corporation), a Delaware
          corporation (the "Company"), completed the sale of
          certain of its assets comprising its CT Film Division to
          Huntsman Packaging Corporation, a Utah corporation
          ("Huntsman Packaging"), pursuant to that certain First
          Amended Asset Purchase Agreement, dated as of September
          26, 1997 (the "Asset Purchase Agreement"), by and between
          the Company and Huntsman Packaging.   Pursuant to the
          terms of the Asset Purchase Agreement, the Company 
          transferred those assets primarily used to conduct or
          operate the polymer film manufacturing business known as
          the CT Film Division (the "Business"), including, among
          other things, its properties, film manufacturing
          facilities, sales offices, warehouses, inventory,
          technology and contracts that relate to the Business.  In
          consideration for the transfer of the assets of the
          Business, the Company received $70 million in cash.  The
          terms of the Asset Purchase Agreement were mutually
          agreed upon by the Company and Huntsman Packaging and
          were based upon arm's-length negotiations, taking into
          account various factors concerning the valuation of the
          Business.  The foregoing description of the sale of the
          assets of the Business does not purport to be complete,
          and is qualified in its entirety by reference to the
          terms of the Asset Purchase Agreement, a copy of which is
          filed as Exhibit 2.1 to this Form 8-K.  

               Prior to September 30, 1997, Huntsman Packaging and
          the Company were each wholly-owned subsidiaries of
          Huntsman Corporation, a Utah corporation ("Huntsman
          Corporation").  On September 30, 1997, Huntsman Packaging
          was split-off from Huntsman Corporation, subsequent to
          which Huntsman Packaging became directly owned by Jon M.
          Huntsman and members of his family.  Huntsman Corporation
          is 99.6% owned by Jon M. Huntsman and his family.

          ITEM 7.   EXHIBITS.

               (c)  Exhibits

          Exhibit No.              Description
          ----------               -----------
          2.1                 First Amended Asset Purchase
                              Agreement, dated as of September 26,
                              1997, between Huntsman Polymers
                              Corporation and Huntsman Packaging
                              Corporation



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

                                        Huntsman Polymers Corporation

          Date:  October  21, 1997      By: /s/ Martin F. Petersen   
                                            --------------------------
                                        Name:   Martin F. Petersen
                                        Title:  Vice President


                                EXHIBIT INDEX

          Exhibit No.              Description
          -----------              -----------
          2.1                 First Amended Asset Purchase
                              Agreement, dated as of September 26,
                              1997, between Huntsman Polymers
                              Corporation and Huntsman Packaging
                              Corporation
[{"type": "8-K", "sequence": "1", "description": "8-K", "secsgml_size_bytes": 5270}]
{"company-data": {"conformed-name": "HUNTSMAN POLYMERS CORP", "cik": "0000829218", "assigned-sic": "2821", "irs-number": "752104131", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "033-55507", "film-number": "97698379"}, "business-address": {"street1": "500 HUNTSMAN WAY", "street2": "OXY TOWER, 5TH FLOOR", "city": "SALT LAKE CITY", "state": "UT", "zip": "84108", "phone": "8015845700"}, "mail-address": {"street1": "500 HUNTSMAN WAY", "street2": "OXY TOWER, 5TH FLOOR", "city": "SALT LAKE CITY", "state": "UT", "zip": "84108"}, "former-company": [{"former-conformed-name": "REXENE CORP", "date-changed": "19920703"}, {"former-conformed-name": "EL PASO HOLDINGS CORP", "date-changed": "19880225"}]}
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

                             September 30, 1997              
                     ---------------------------------
                     (Date of earliest event reported)

                       Huntsman Polymers Corporation               
           ------------------------------------------------------
           (Exact name of Registrant as specified in its charter)

       Delaware                   1-9988                 75-2104131 
      --------------        --------------------      ------------------
      (State of             (Commission File No.)     (IRS Employer
      Incorporation)                                  Identification No.)

                  500 Huntsman Way, Salt Lake City, Utah  84108        
        ------------------------------------------------------------
        (Address of principal executive offices, including zip code)

                                (801) 584-5700                    
            ----------------------------------------------------
            (Registrant's telephone number, including area code)

       ------------------------------------------------------------
       (Former name or former address, if changed since last report)

          ITEM 2.   ACQUISITION OR DISPOSITION OF ASSETS.

               On September 30, 1997, Huntsman Polymers Corporation
          (formerly known as Rexene Corporation), a Delaware
          corporation (the "Company"), completed the sale of
          certain of its assets comprising its CT Film Division to
          Huntsman Packaging Corporation, a Utah corporation
          ("Huntsman Packaging"), pursuant to that certain First
          Amended Asset Purchase Agreement, dated as of September
          26, 1997 (the "Asset Purchase Agreement"), by and between
          the Company and Huntsman Packaging.   Pursuant to the
          terms of the Asset Purchase Agreement, the Company 
          transferred those assets primarily used to conduct or
          operate the polymer film manufacturing business known as
          the CT Film Division (the "Business"), including, among
          other things, its properties, film manufacturing
          facilities, sales offices, warehouses, inventory,
          technology and contracts that relate to the Business.  In
          consideration for the transfer of the assets of the
          Business, the Company received $70 million in cash.  The
          terms of the Asset Purchase Agreement were mutually
          agreed upon by the Company and Huntsman Packaging and
          were based upon arm's-length negotiations, taking into
          account various factors concerning the valuation of the
          Business.  The foregoing description of the sale of the
          assets of the Business does not purport to be complete,
          and is qualified in its entirety by reference to the
          terms of the Asset Purchase Agreement, a copy of which is
          filed as Exhibit 2.1 to this Form 8-K.  

               Prior to September 30, 1997, Huntsman Packaging and
          the Company were each wholly-owned subsidiaries of
          Huntsman Corporation, a Utah corporation ("Huntsman
          Corporation").  On September 30, 1997, Huntsman Packaging
          was split-off from Huntsman Corporation, subsequent to
          which Huntsman Packaging became directly owned by Jon M.
          Huntsman and members of his family.  Huntsman Corporation
          is 99.6% owned by Jon M. Huntsman and his family.

          ITEM 7.   EXHIBITS.

               (c)  Exhibits

          Exhibit No.              Description
          ----------               -----------
          2.1                 First Amended Asset Purchase
                              Agreement, dated as of September 26,
                              1997, between Huntsman Polymers
                              Corporation and Huntsman Packaging
                              Corporation

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

                                        Huntsman Polymers Corporation

          Date:  October  21, 1997      By: /s/ Martin F. Petersen   
                                            --------------------------
                                        Name:   Martin F. Petersen
                                        Title:  Vice President

                                EXHIBIT INDEX

          Exhibit No.              Description
          -----------              -----------
          2.1                 First Amended Asset Purchase
                              Agreement, dated as of September 26,
                              1997, between Huntsman Polymers
                              Corporation and Huntsman Packaging
                              Corporation