ORLEN Oil has purchased shares in Petro-Oil Lubelskie Centrum Sprzedazy from ORLEN Petroprofit.

Polski Koncern Naftowy ORLEN S.A. ("PKN ORLEN"), Central Europe’s largest downstream oil company, announces that on 25 April 2007 it was informed that on 23 April 2007 PKN ORLEN’s subsidiary, ORLEN PetroProfit Sp. z o.o. headquartered in Niemce near Lublin (“ORLEN PetroProfit”) signed with PKN ORLEN’s subsidiary, ORLEN Oil Sp. z o.o. headquartered in Krakow (“ORLEN Oil”), an agreement (“Agreement”) in accordance with which ORLEN Oil purchased from ORLEN PetroProfit shares in Petro-Oil Lubelskie Centrum Sprzedazy Sp. z o.o. headquartered in Lublin (“Petro-Oil LCS”).

With reference to the Agreement, ORLEN OIL purchased from ORLEN PetroProfit 2,888 shares in Petro-Oil LCS, with a par value PLN 500 per share and with a total nominal value of PLN 1,444,000. This represents 76% of the initial capital of Petro-Oil LCS and 76% of the votes at the General Meeting of shareholders of Petro-Oil LCS, for a total price of PLN 2 280 000. The purchased shares will be funded from ORLEN OIL’s own cash resources.

The purchased shares in Petro-Oil LCS will be paid for by ORLEN OIL not later than 14 days after the day of signing the Agreement. In accordance with the Agreement the shares of Petro-Oil LCS were transferred to ORLEN OIL on the day of the signing of the Agreement.
As a result of this transaction ORLEN OIL holds 100% of the initial capital of Petro-Oil LCS. The initial capital of Petro-Oil LCS amounts to PLN 1,900,000 and is divided into 3,800 equal and indivisible shares with a par value of PLN 500 per share.

The book value of the sold shares in the ORLEN PetroProfit books amounted to PLN 1,438,147.97 as of 23 April 2007.

Petro-Oil LCS’s main business activities are the wholesale of motor and industrial oils and other accessories.
ORLEN PetroProfit’s activities are the wholesale of motor fuel, diesel, heating oil, motor oil and LPG.
ORLEN OIL produces and sells lubricant oils and base oils.

PKN ORLEN owns 100% of the initial capital of ORLEN PetroProfit and the same number of votes at the General Meeting of ORLEN PetroProfit, and 51.7% of the initial capital of ORLEN OIL and the same number of votes at the General Meeting of ORLEN OIL.
The Supervisory Board of ORLEN OIL consists of seven members, six of whom are PKN ORLEN employees. The ORLEN PetroProfit Supervisory Board consists of three members, all of whom are PKN ORLEN employees. Rafineria Trzebinia S.A. owns 43.8% of the initial capital of ORLEN OIL, Rafineria Nafty Jedlicze S.A. owns 4.5% of the initial capital of ORLEN OIL.
PKN ORLEN S.A. owns 77.2% of the initial capital of Rafineria Trzebinia S.A. and 75% of the initial capital of Rafineria Nafty Jedlicze S.A.

Except in respect of the relationships referred to above, no other relationship exists between ORLEN PetroProfit and ORLEN PetroProfit’s managing or supervisory personnel, and the seller of the shares – ORLEN OIL.

In accordance with paragraph 2 item 1 point 52 and item 5 “Regulation of the Minister of Finance dated 19 October 2005 on current and periodic information to be published by the issuers of securities” the purchased shares constitute “significant assets” due to the fact that they represent 76% of the share capital of Petro-Oil LCS.