ORLEN's Northern German retail assets

Polski Koncern Naftowy ORLEN S.A. ("Company"), Central Europe's largest downstream oil company, announces that on February 28, 2003 the wholly owned German subsidiary of the Company Einhundertdreiunddreissigste Vermögensverwaltungsgesellschaft mbH with its seat in Hamburg, Germany (to be renamed Orlen Deutschland Real Estate GmbH) ("Orlen Deutschland Real Estate") acting on the basis of the provisions of the agreement relating to the transfer of certain North German retail assets of the BP Group dated December 10, 2002 (the "Agreement") that was entered into with Deutsche BP Aktiengesellschaft with its seat in Hamburg, Germany ("Deutsche BP"), executed share purchase agreement on the basis of which it purchased from Deutsche BP 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. Furthermore, on February 28, 2003 Orlen Deutschland Real Estate acting on the basis of the provisions of the Agreement has executed transfer documents on the basis of which it purchased from Deutsche BP: 107 BP and ARAL retail freehold plots and 156 BP and ARAL buildings.

Additionally, another wholly owned German subsidiary of the Company Einhundertzweiundreissigste Vermoegensverwaltungsgesellschaft mbH with its seat in Hamburg, Germany (to be renamed Orlen Deutschland GmbH) ("Orlen Deutschland") (Orlen Deutschland together with Orlen Deutschland Real Estate collectively referred as the "Company's German Subsidiaries") acting as the entity nominated by Orlen Deutschland Real Estate on the basis of the relevant provisions of the Agreement, has executed share purchase agreement on the basis of which it purchased from Deutsche BP 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. Furthermore, on February 28, 2003, Orlen Deutschland acting as the entity nominated by Orlen Deutschland Real Estate on the basis of the relevant provisions of the Agreement has executed transfer documents on the basis of which it purchased from Deutsche BP retail fuels at the site as at the date of closing, dealer receivables and intra group payables (all of the items purchased by the Company's German Subsidiaries collectively referred to as the "Northern Package").

By acquisition of the Northern Package the Company's German Subsidiaries have acquired from Deutsche BP 494 retail stations in Germany. The Company, acting through the Company's German Subsidiaries intends to continue the activity of the purchased retail stations in Germany. The Management Board of the Company views the transaction as an important step towards the implementation of its strategy of regional expansion.

Fifteen thousand one hundred shares of Norddeutsche Tankstellen Aktiengesellschaft purchased by Orlen Deutschland Real Estate constitute the financial assets of the material value as it represents 100% of the share capital of the above company. One share of AMF Service GmbH purchased by Orlen Deutschland constitutes the financial assets of the material value as it represents 100% of the share capital of the above company.

The aggregate price paid for the Northern Package by the Company's German Subsidiaries amounts to EUR 100,900,000.00. The acquisition of the Northern Package by Company's German Subsidiaries was financed from the amounts contributed by the Company as cash contributions to the share capital of the Orlen Deutschland Real Estate and Orlen Deutschland.

Between the Company and its managing persons and supervising persons on one hand and Deutsche BP as the seller of the Northern Package and its managing persons on the other hand there exist no relations other than relations arising from the Agreement.

The acquisition of shares of Norddeutsche Tankstellen Aktiengesellschaft and shares of AMF Service GmbH is treated by the German Subsidiaries as the long term investment.