Ordinary General Assembly of Shareholders to be held on 15 May 2000 at 12.00

Under § 42, item 1 of Ministry Decree dated 22 December 1998 concerning the nature, form and scope of current and periodical information as well as time when such information is bound to be forwarded by issuer admitted to public trading (Official Journal of Bills No. 163, item 1160) The Management Board of Polski Koncern Naftowy ORLEN S.A., acting under art. 390 and § 7 item 2 and 3 of the Company Statutes, announces an Ordinary General Assembly of Shareholders to be held on 15 May 2000 at 12.00 in the House of Technician located at Kazimierza Wielkiegio St. 41.

Agenda:
1. Opening of the Ordinary General Assembly of Shareholders;
2. Election of the Chairman of the Ordinary General Assembly of Shareholders;
3. Affirming legality of calling for the General Assembly of Shareholders and legal ability of the Assembly to pass resolutions;
4. Election of the Vote Counting Commission;
5. Presentation of the Board’s Report on performance of CPN S.A. together with presentation of CPN’s financial results for the periods ending September 7, 1999;
6. Presentation of the Supervisory Board’s Report of on CPN’s financial results audit for the periods ending September 7, 1999;
7. Passing resolutions concerning approval of CPN management’s performance for the periods ending September 7, 1999;
8. Presentation of the Board’s Report on PKN’s performance and presentation of non-consolidated financial results of PKN, with a motion concerning profit distribution, for the year ending December 31, 1999;
9. Presentation of the Supervisory Board’s Report on PKN’s financial results audit for the year ending December 31, 1999;
10. Passing resolutions concerning approval of the Report on PKN’s performance and non-consolidated financial results for the year ending December 31, 1999;
11. Passing a resolution concerning distribution of profit made by PKN in 1999;
12. Passing resolutions concerning approval of PKN management’s performance in 1999;
13. Passing a resolution concerning issuance of “A” series bonds;
14. Passing a resolution concerning the rise of the share capital excluding the right of current shareholders to receive “D” series shares due to conversion of “A” series bonds into shares;
15. Passing a resolution concerning admission of “D” series shares to public trading;
16. Passing a resolution concerning authorisation of the Board to sign agreements on investment and service sub-issuance or other similar agreements due to planned sale of PKN’s shares by Nafta Polska S.A.
17. Passing a resolution concerning rewarding the members of the Supervisory Board for individual supervisory duties;
18. Changes in the composition of the Supervisory Board of PKN;
19. Closure of the General Assembly of Shareholders.

§ 2
The Resolution comes into effect on the day of passing.