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09 September 2008

Appointment of a new management board member; share options granted under a key employee stock option plan (46/2008)

WARSAW, Poland – September 9, 2008 – Netia SA (“Netia” or the “Company”) (WSE: NET), Poland’s largest alternative provider of fixed-line telecommunications services announced that today its supervisory board appointed Mr. Piotr Nesterowicz as member of the management board and Strategy and Business Development Director, effective as of the date of Netia’s acquisition of 100% shares in Tele2 Polska Sp. z o.o.

In addition, on September 9, 2008 Netia’s Supervisory Board granted to Mr. Nesterowicz 5,000,000 (five million) stock options authorizing him to subscribe for series K shares in accordance with the Netia Performance Stock Option Plan of June 28, 2002, as amended (see the press release of April 11, 2003). The above options were granted effective as of the date of Netia’s acquisition of 100% shares in Tele2 Polska Sp. z o.o. The grant is divided into three tranches: 2 million, 1.5 million and 1.5 million. The strike prices of the options equal for each tranche respectively: PLN 5.50, PLN 7.00 and PLN 8.25. The granted options shall expire on December 20, 2012.

Mr. Piotr Nesterowicz, 37, serves as Managing Director of Tele2 Polska Sp. z o.o. (from 2004). From 1995 to 2004 he worked at McKinsey & Company as a Business Analyst and Associate, an Engagement Manager and an Associate Principal (Junior Partner). At that time, he was consulting to a number of domestic and foreign companies mostly from the telecommunications, power and banking sectors. He started his carrier in 1994 in Procter & Gamble.
Mr. Nesterowicz has a M.A. degree in Management and a Ph.D. degree in Management and Organization from the Academy of Economics, Wrocław, Poland.

He does not conduct directly or through legal entities any activities that would compete with the activities of Netia or its subsidiaries. He is not a partner in civil law company or any partnership, nor a member of any authorities of any corporation or any other competitive legal entity. He has not been registered in the Non-Solvent Debtors Register kept pursuant to the National Court Register Act.