Current reports

WARSAW, Poland – December 23, 2002 – Netia Holdings S.A. ("Netia") (WSE: NET), Poland's largest alternative provider of fixed-line telecommunications services (in terms of value of generated revenues), today announced that the subscription for series H shares and issuance of EUR 50 million Senior Secured Notes due 2008 were successfully completed. There were 312,626,040 series H shares allocated out of a total of 317,682,740 series H shares offered to Netia’s creditors in accordance with the agreed terms of Netia’s restructuring. The price of the series H shares was PLN 1.0826241 per share. In addition, Netia Holdings B.V., Netia’s Dutch subsidiary issued EUR 49,482,000 of its 10% Senior Secured Notes due 2008 in exchange for the existing notes of Netia Holdings B.V. and Netia Holdings II B.V. in accordance with the agreed terms of the restructuring and the composition plans for each of Netia’s Dutch subsidiaries. Wojciech Madalski, President and CEO of Netia, commented: “The issuance of series H shares and new notes constitute the most important final milestones in the implementation of the Restructuring Agreement reached with our creditors in March 2002. I am glad that we have concluded these phases of the restructuring successfully. Over 98% of entitled creditors took the opportunity to swap their liabilities into series H shares and will acquire the shares representing over 91% of Netia’s share capital following this issuance. Currently the listing of series H shares on the Warsaw Stock Exchange is subject to the required registration by the court of the capital increase and an approval by the Warsaw Stock Exchange.”

Some of the information contained in this news release contains forward-looking statements. Readers are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those in the forward-looking statements as a result of various factors. For a more detailed description of these risks and factors, please see Netia's filings with the Securities and Exchange Commission, including its Annual Report on Form 20-F filed with the Commission on March 28, 2002, its Current Report on Form 6-K filed with the Commission on April 3, 2002, its Current Reports on Forms 6-K filed with the Commission on May 6, 2002, its Current Report on Form 6-K filed with the Commission on May 7, 2002, its Current Report on Form 6-K filed with the Commission on May 20, 2002, its Current Report on Form 6-K filed with the Commission on May 24, 2002, its Current Report on Form 6-K filed with the Commission on June 28, 2002, its Current Report on Form 6-K filed with the Commission on July 2, 2002, its Current Report on Form 6-K filed with the Commission on July 31, 2002, and its Current Report on Form 6-K filed with the Commission on August 2, 2002, its Current Reports on Form 6-K filed with the Commission on August 6, 2002, its Current Report on Form 6-K filed with the Commission on August 9, 2002, its Current Report on Form 6-K filed with the Commission on August 15, 2002 its Current Report on Form 6-K filed with the Commission on August 16, 2002, its Current Report on Form 6-K filed with the Commission on August 28, 2002, its Current Report on Form 6-K filed with the Commission on August 30, 2002, its Current Report on Form 6-K filed with the Commission on September 16, 2002, its Current Report on Form 6-K filed with the Commission on September 20, 2002, its Current Report on Form 6-K filed with the Commission on September 24, 2002, its Current Report on Form 6-K filed with the Commission on October 1, 2002, its Current Report on Form 6-K filed with the Commission on October 15, 2002, its Current Report on Form 6-K filed with the Commission on October 17, 2002, its Current Report on Form 6-K filed with the Commission on October 22, 2002, its Current Report on Form 6-K filed with the Commission on October 25, 2002, its Current Report on Form 6-K filed with the Commission on November 5, 200, its Current Report on Form 6-K filed with the Commission on November 5, 2002 Current Report on Form 6-K filed with the Commission on November 6, 2002, Current Report on Form 6-K filed with the Commission on November 18, 2002 , Current Report on Form 6-K filed with the Commission on November 21, 2002, Current Reports on Form 6-K filed with the Commission on December 3, 2002 and Current Reports on Form 6-K filed with the Commission on December 10, 2002. Netia undertakes no obligation to publicly update or revise any forward-looking statements.