Disposal

BP PLC
11 December 2002


                        BP SELLS GERMAN SERVICE STATIONS

                         TO POLISH OIL MAJOR PKN ORLEN


BP announced today that it has signed an agreement to sell 494 service stations
in Germany to PKN ORLEN, Poland's largest manufacturer and distributor of fuels.


The sale of these stations - based in North and North East Germany - enables BP
to take a major step towards meeting the German Federal Cartel Office's
condition when approving BP's acquisition of Veba Oil that it sell four per cent
of the combined BP/Aral retail market share of 26 per cent, based on year 2000
volumes, as the sites involved equate to 2.4 per cent.


PKN ORLEN, which is quoted on the Warsaw and London stock exchanges, is
acquiring these stations as part of its strategy to develop a pan-regional
retail network and to take advantage of the opportunities represented by
Poland's accession to the European Union in 2004. PKN ORLEN will pay €140
million in cash, including the assumption of debt for the stations, subject to
adjustments at closing.  The parties expect to close the deal, which is
conditional on regulatory approvals, on February 28, 2003.


Following the completion of the acquisition, the stations in Germany will be
re-branded with the premier ORLEN brand during 2003. PKN ORLEN intends to base
its regional headquarters in the Hamburg area.


'We are pleased to be selling these assets to a company which will establish a
significant presence in the German fuels market,' says Jean-Baptiste Renard, BP
group vice president, European marketing.  'We shall now concentrate on
finalising the further divestments required to meet in full the Federal Cartel
Office's conditions while at the same time continuing the integration of the BP,
Veba and Aral businesses in Germany.'

PKN ORLEN was established in 1999 following the merger of Petrochemia Plock S.A.
with Centrala Produktow Naftowych S.A. Today, 72 per cent of PKN ORLEN's shares
are held in the hands of private investors both in Poland and internationally
and the company has a market capitalisation of approximately €2 billion.  The
activities of PKN ORLEN in the integrated refinery and petrochemical complex in
Plock include crude-oil processing into a wide range of products such as
unleaded gasoline, diesel oil, furnace oil, aviation fuel, plastics and
petrochemicals.

PKN ORLEN operates the largest network of fuel stations in Poland, which
includes nearly 2,000 fuel stations under the ORLEN, CPN and Petrochemia Plock
S.A. brands.

'This is an extremely significant step in our strategy of expanding our
marketing operations both in and outside Poland,' says Slawomir Golonka, Vice
President of the Management Board and Chief Marketing Officer of PKN ORLEN. '
This acquisition is an important first stage in building a strong and lasting
presence in western Europe's largest energy market.'


Lehman Brothers and CA IB are advising PKN ORLEN while BP are being advised by
Deutsche Bank.


                                    - ENDS -

                      This information is provided by RNS
            The company news service from the London Stock Exchange