Signing of credit agreements that enable PKN ORLEN to finance the acquisition of AB Mazeikiu Nafta

Polski Koncern Naftowy ORLEN Spolka Akcyjna ("PKN ORLEN, Company"), Central Europe's largest downstream oil company, hereby informs that on November 29 2006 it signed two credit agreements with the total amount of EUR 1.6 bn (i.e. approximately PLN 6 117 600 000 based on EUR/PLN average exchange rates as of November 29 2006 stated by the National Bank of Poland) that enable PKN ORLEN to finance the acquisition of the Lithuanian refinery AB Mazeikiu Nafta (“Agreements”).

The subject of one of the Agreements is for a EUR 800 million five-year Revolving Credit facility (i.e. approximately PLN 3 058 800 000 based on EUR/PLN average exchanges rates as of November 29 2006 stated by National Bank of Poland), (“Revolving Credit”).
The subject of the second Agreement is EUR 800 million Bridge Credit facility with its termination date of up to 12 months (“Bridge Credit”).

The Agreements, combined with PKN ORLEN’s own financial resources as well as means available from the existing lines of credit, will provide the Company with financial resources for the purchase of AB Mazeikiu Nafta shares, which are subject to the agreements signed by the Company with the Government of Lithuania and Yukos International B.V. (see: Regulatory announcement no 33/2006 dated 26 May 2006 and Regulatory announcement no 37/2006 dated 9 June 2006).

The Revolving Credit agreement was signed by PKN ORLEN with a syndicate formed by eight Polish and foreign banks: ABN AMRO Bank N.V., Bank Handlowy in Warsaw S.A., The Bank of Tokyo-Mitsubishi UFJ, Ltd., BNP Paribas, ING Bank N.V. / ING Bank Slaski S.A., KBC BANK NV /Kredyt Bank S.A., Societe Generale S.A. Polish Division and UniCredit Group.
The Bridge Credit agreement was signed by PKN ORLEN with a syndicate formed by six Polish and foreign banks: ABN AMRO Bank N.V., Bank Handlowy in Warsaw S.A., BNP Paribas, ING Bank N.V. / ING Bank Slaski S.A., Societe Generale S.A. Polish Division and UniCredit Group.

The obtained financial structure will enable PKN ORLEN to maintain attractive costs of financing while at the same time facilitating the issue of the Eurobonds planned for year 2007. With the issue of Eurobonds PKN ORLEN intends to obtain at least EUR 800 million for the Bridge Credit repayment. On November 28 2006 PKN ORLEN signed, with the same syndicate of bank as in the case of the Bridge Credit, the order to prepare the issue of Eurobonds.

The Revolving Credit has two options allowing the contractual period to be extended for one further year.

The total amount of the obtained financial resources will also provide financing for further projects planned within AB Mazeikiu Nafta acquisition framework i.e. for the purchase of shares owned by minority shareholders of AB Mazeikiu Nafta in the process of mandatory tender offer announced by PKN ORLEN, as well as for the potential acquisition by PKN ORLEN of 70,750,000 shares of AB Mazeikiu Nafta held by the Government of Lithuania which represents approximately 10% of the initial capital of AB Mazeikiu Nafta.

In accordance to the “Regulation of the Minister of Finance dated October 19 2005 on current and periodic information to be published by issuers of securities” the Agreements signed by PKN ORLEN constitute “significant agreements” due to the fact that their value within the termination periods exceeds 10% of PKN ORLEN’s equity.

See also: Regulatory announcement no 68/2006 dated 7 November 2006, Regulatory announcement no 58/2006 dated 26 September 2006, Regulatory announcement no 49/2006 dated 4 August 2006, Regulatory announcement no 47/2006 dated 13 July 2006, Regulatory announcement no 37/2006 dated 9 June 2006, Regulatory announcement no 33/2006 dated 26 May 2006.

This announcement has been prepared pursuant to par. 5 section 1 subsection 3 of the Regulation of the Minister of Finance dated October 19th, 2005 on current and periodic information to be published by issuers of securities (Journal of Laws No. 209, item 1744).

PKN ORLEN Management Board