No. 106/2002  | 11-12-2002

Northern Package

The Management Board of Polski Koncern Naftowy ORLEN S.A. (the "Company") announces that on December 10, 2002 the Company and its German subsidiary Einhundertdreiunddreissigste Vermögensverwaltungsgesellschaft mbH (to be renamed to PKN ORLEN German Real Estate GmbH) with its registered office in Hamburg, Germany entered into a purchase and transfer agreement with Deutsche BP Aktiengesellschaft with its seat in Hamburg, Germany. On the basis of the agreement: PKN ORLEN German Real Estate GmbH will purchase (a) one share of AMF Service GmbH with its seat in Bochum with the nominal value of EUR 25,000, representing 100% of the nominal capital of AMF Service GmbH and 100% of the voting rights at its shareholders meeting; (b) 15,100 shares of Norddeutsche Tankstellen Aktiengesellschaft with its seat in Elmshorn with a nominal value of DEM 1,000 per share, representing 100% of the nominal capital of Norddeutsche Tankstellen Aktiengesellschaft and 100% of the voting rights at its shareholders meeting; (c) the retail BP and ARAL freehold plots and buildings; (d) other items (such as wet stock, dealer receivables, etc.); and (e) certain intra group receivables (items (a) through (e) collectively referred to as the "Northern Package").

The purchase price for the Northern Package amounts to EUR 140,000,000 subject to certain adjustment arising from the agreement. On the basis of the agreement the obligations of PKN ORLEN German Real Estate GmbH are guaranteed by the Company.

The agreement is conditional upon fulfillment of certain conditions, including German and EU competition authority approval. The closing will take place February 28, 2003 subject to the fulfillment of the conditions precedent.

As a result of the above-mentioned agreement the Company will acquire 494 retail stations offered for sale by BP as a consequence of the German Federal Cartel Office (Bundeskartellamt) requirement of December 2001, being a condition for approval of BP's acquisition of VebaOel.

The Management Board of the Company views the transaction as an important step towards the implementation of its strategy of regional expansion.

About PKN ORLEN SA

PKN ORLEN S.A. is one of the largest companies in Central & Eastern Europe, with listings on the Warsaw and London Stock Exchanges, and trading on the OTC market in the U.S.A. It is Poland's largest refiner of crude oil and marketer of world-class petroleum and related products. It has a substantial wholesale and retail distribution system that includes the largest network of service stations in Poland. It also has significant financial investments in the telecommunications sector in Poland.