Unipetrol a.s. purchase of shares in Butadien Kralupy a.s.

Polski Koncern Naftowy ORLEN S.A. ("PKN ORLEN") announces that on 10 July 2007 PKN ORLEN’s subsidiary – Unipetrol a.s., headquartered in Prague, Czech Republic (“Unipetrol”), signed a Share Purchase Agreement by and between Unipetrol’s subsidiary KAUCUK, a.s. (“Kaucuk”), headquartered in Kralupy nad Vltavou (Czech Republic), as a seller, and Unipetrol as a purchaser. The subject of the Share Purchase Agreement is the transfer of 51% of the shares of Butadien Kralupy a.s. (“Butadien Kralupy”), headquartered in Kralupy nad Vltavou (Czech Republic), from Kaucuk to Unipetrol for a purchase price in the amount of CZK 76,500,000 (i.e. approximately PLN 10 052 100, based on average CZK/PLN exchange rates as of 10 July 2007, as stated by the National Bank of Poland).

Unipetrol has purchased 153 shares in Butadien Kralupy (“Purchased Shares”). The Purchased Shares represent 51% of the initial capital of Butadien Kralupy with a par value CZK 500,000 for each share (i.e. approximately PLN 65 700, based on average CZK/PLN exchange rates as of 10 July 2007, as stated by the National Bank of Poland), and represents 51% of the votes at the General Meeting of shareholders of Butadien Kralupy. The shares were paid for by Unipetrol in the form of cash.

The book value of the Purchased Shares in Kaucuk’s books amounted to CZK 76.500.000 (i.e. approximately PLN 10 052 100, based on average CZK/PLN exchange rates as of 10 July 2007, as stated by the National Bank of Poland) as of 9 July 2007.

The main business activity of Butadien Kralupy is the leasing of real estate. Butadien Kralupy will be used for the construction and operation of a new butadiene unit on the basis of an agreement signed by Unipetrol, Dwory, CHEMOPETROL, a.s. and Kaucuk (further information can be found below). Kaucuk is a chemical company and a producer of styrene-butadiene and polybutadiene rubbers, polystyrene plastics and synthetic rubber. The main business activities of Unipetrol include crude oil refining, petrochemical and chemical production, and the sale of fuels.

PKN ORLEN owns 63% of the votes at the General Meeting of Unipetrol. Unipetrol owns 100% of the votes at the General Meeting of Kaucuk. After the transaction Kaucuk owns 49% of the votes at the General Meeting of Butadien Kralupy.

The Supervisory Board of Kaucuk consists of 3 members, 1 of which is a Unipetrol employee, while 2 are Kaucuk employees. The Unipetrol Supervisory Board consists of 12 members, 8 of which are PKN ORLEN employees. The Kaucuk Management Board/Board of Directors consists of 4 members, of which 2 are Unipetrol employees and 2 are Kaucuk employees.

The Share Purchase Agreement was executed in connection with the implementation of the sale of 100% of the shares of Kaučuk, owned by UNIPETROL, a.s. (“Unipetrol“), to FIRMA CHEMICZNA DWORY S.A., with its registered office in Oświęcim (Poland) (“Dwory”) under the share purchase agreement entered into on 30 January 2007, between Unipetrol as seller and Dwory as buyer, and within the meaning of the Agreement on Cooperation in Connection with Construction and Operation of the New Butadiene Unit, executed by and among Unipetrol, Dwory, CHEMOPETROL, a.s. and Kaučuk on 30 January 2007 (the “Cooperation Agreement”).

Unipetrol’s investment in the Butadien Kralupy shares is of a long-term nature.

As the Purchased Shares represent more that 20% of the Butadien Kralupy initial capital, they are significant assets in accordance with the Polish Regulation of the Minister of Finance dated 19 October 2005, on current and periodic information to be published by issuers of securities (Journal of Laws as of 26 October 2005).

See also: regulatory announcement no 11/2007 dated 30 January 2007, regulatory announcement no 24/2007 dated 9 May 2007.