PKN ORLEN has signed an agreement for the sale of its shares in NOM

Polski Koncern Naftowy ORLEN S.A. ("PKN ORLEN"), Central Europe's largest downstream oil company, announces that on 6 July 2007 it signed an agreement (“Agreement”) with EXATEL S.A. (a joint stock company) (“EXATEL”), headquartered in Warsaw, Poland, regarding the sale of shares in Niezalezny Operator Miedzystrefowy Sp. z o.o. (a limited liability company) (“NOM”), headquartered in Warsaw, Poland.

As a result of the Agreement, PKN ORLEN will sell to EXATEL 168,000 shares in NOM (“Shares”), representing 35% of the initial capital and 35% of the total amount of votes at the General Meeting of Shareholders of NOM, with a par value of PLN 125 per share and a total par value of PLN 21,000,000. The Shares will be sold for a total planned price of PLN 22,209,000.

Payment for the Shares (which will mean transaction closing) will be transferred after EXATEL has received all irrevocable acceptances, but no later than on 13 September 2007. The NOM Shares will be transferred to EXATEL on the date of payment.

The share capital of NOM amounts to PLN 60,000,000 and is divided into 480,000 equal, indivisible shares with a par value of PLN 125 per share. The book value of the sold Shares in the PKN ORLEN books amounted to PLN 18,033,294 as of 6 July 2007.

After settlement of the transaction, PKN ORLEN will have no shares in the initial capital of NOM.

NOM is a landline telecommunications operator providing services which include, among others, long-distance calls and international calls to foreign landline and cellular networks.
The main business activities of EXATEL are the supply of modern telecommunications solutions for business entities. EXATEL also manages a fibre optic data transmission network.

Except in respect to the execution of the Agreement referred to above, no other relationship exists between PKN ORLEN, PKN ORLEN’s managing or supervisory persons, and EXATEL.

As the sold Shares represent 35% of the NOM initial capital, they are significant assets in accordance with par. 2 section 1 point 52 and section 5 of the Polish Regulation of the Minister of Finance dated 19 October 2005, on current and periodic information to be published by issuers of securities.

See also: regulatory announcement no 35/2000 dated 9 June 2000; regulatory announcement no 14/2001 dated 20 March 2001; regulatory announcement no 37/2003 dated 21 May 2003; regulatory announcement no 26/2005 dated 26 April 2005.