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                                White & Case LLP
                               5 Old Broad Street
                                 London EC2N 1DW
                                 United Kingdom

                                                             September 29, 2005

Mr. Michael Coco
Office of International Corporate Finance
Securities and Exchange Commission
100 F Street, NE
Washington, DC 20549

Re:      The State Treasury of the Republic of Poland
         Registration Statement under Schedule B
         Filed September 6, 2005
         Registration No. 333-128112

Dear Sir:

          On behalf of our client, the State Treasury of the Republic of Poland
(the "Republic"), we are transmitting herewith via the EDGAR system for filing
with the Commission pursuant to the Securities Act of 1933, as amended,
Amendment No. 1 to the Registration Statement under Schedule B (the
"Registration Statement") of the Republic (Registration No. 333-128112) relating
to the Republic's registration of $4,000,000,000 of debt securities.

          The Registration Statement includes revisions made in response to the
Staff's comment letter dated September 21, 2005. Set forth below are the
Republic's responses to each of the comments, including the location of those
responses in the Registration Statement. For your convenience, each of the
numbered paragraphs below corresponds to the numbered comment in the Staff's
comment letter and includes the caption used in the comment letter.

Current Government and Politics, page 5

1.  Please update your disclosure here, and elsewhere in the registration
statement as appropriate, to reflect any changes to the government, policies or
political environment in Poland following the upcoming elections. For examples,
describe any impact that the outcome of the election may have on Poland's
government revenue and spending through changes to the tax system, pension
reform or other means.

          We have complied with this comment by revising the disclosure on pages
4 and 5 of the Registration Statement to reflect the post-election composition
of Poland's Parliament.

          With respect to the impact that the outcome of the election may have
on Poland's government revenue and spending through changes to the tax system
and pension reform, the party which won the Parliamentary election, PiS, has
publicly stated that it will submit amendments to the

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Mr. Michael Coco
September 29, 2005

2006 Budget Act, both in terms of revenue and expenditure with the intention of
reducing the budget deficit, and may also make changes with respect to the tax
system. However, Polish law requires that amendments to the personal income tax
regime must be approved by Parliament. The changes, if unfavorable to the
taxpayer, must be announced by November 30 of the year preceding that in which
the changes are to take effect, which makes the introduction of any significant
changes to the current regime in 2006 unlikely. Amendments to the corporate
income tax regime must also be announced in advance. Other changes to the 2006
Budget Act by the incoming coalition government - once formed - are possible,
however, any significant reform in fiscal policies and the State budget is
unlikely before the 2007 fiscal year. PiS is currently in the process of forming
a coalition government and, at present, has only made general public statements
regarding its intentions on this topic. As such, any further speculation on
possible changes by the new government regarding budgetary or tax policies would
not be appropriate.

International Relations, page 6

2. To the extent material, revise to disclose the status of your relations with
Belarus, Poland's policy towards that country, and any impact on the Polish
economy.

          Poland's policy towards Belarus is in line with the policies of the
European Union and of other EU Member States, which restrict contacts between
Poland and Belarus to the ministerial level. Poland does, however, encourage
initiatives by the private sector for contacts between Poland and Belarus in the
economic, scientific, social and cultural spheres. Furthermore, Poland is of the
opinion that support for these private initiatives is important in that they are
introducing the people of Belarus to the influences of a democratic and
free-market society.

          We do not believe that Poland's relations with Belarus, economically
or otherwise, are sufficiently material to warrant any additional disclosure in
the Registration Statement on this topic.

The Economy, page 8

3. Please revise this section where appropriate to discuss the degree of
unionization in Poland and any material effect it has on Poland's economy or
economic policies.

          We have complied with this comment by revising the disclosure on page
11 to reflect the effect of unionization on Poland's economy or economic
policies. As described in the additional disclosure on page 11 of the
Registration Statement, the influence and power of trade unions in Poland on its
economy or economic policies is relatively limited and has waned significantly
in recent years.

Employment, page 11

4. Please disclose the size of the workforce in relation to the total population
and the criteria used to calculate the unemployment rate.

          The size of the employed workforce is presently disclosed on page 11
of the Registration Statement - being 12.737 million in 2004 (the last full year
for which data is available) - and the total population of Poland as of 2004 is
disclosed on page 3 of the Registration Statement as being 38.2 million. We
believe that investors can meaningfully calculate the size of the available
workforce in relation to the total population of Poland by taking the
unemployment rate in 2004 (19.1%) and extrapolating that the size of the total
workforce in 2004 was thus approximately 15.744 million (based on 12.737 million
employed persons in 2004 (see page 11 of the Registration

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Mr. Michael Coco
September 29, 2005

Statement). The total workforce (namely employed and unemployed persons of
working age) of 15.744 million persons in 2004 is approximately 41.2% of
Poland's total population of 38.2 million.  We have added appropriate
disclosure in the Registration Statement.

          The unemployment rate is defined as the proportion of unemployed
persons in Poland's civilian economically active population. The economically
active population is considered to be people aged 15 to 74 years old who are
recognized as the employed or the unemployed, according to the following
definitions.

          Employed persons are defined to be those in the economically active
population who, during the course of the relevant reference week:

     o    have performed any kind of profitable work or income providing work,
          as a paid employee, self-employed or contributing family worker; or

     o    did not work during the reference week (e.g., due to sickness, leave,
          work stoppages, bad weather conditions, strike), but had a job;

          Unemployed persons are defined to be those in the economically active
population who, during the course of the relevant reference week, simultaneously
fulfilled the following three conditions:

     o    were not working in the relevant reference week;

     o    were active job-seekers; and

     o    were available for work within two weeks after the reference week.

Persons who were not job-seekers because they had already had found employment
and were waiting to commence employment within three months are also included in
the definition of unemployed.  Brief disclosure summarizing this is now
included in the Registration Statement.

Pension System Reform, page 42

5. Please clarify how the first pillar of the pension system improved upon the
mandatory pay-as-you-go system.

          We have complied with this comment by revising the disclosure on page
42 to clarify the effect of the first pillar of the pension system.

          The reformed first pillar is based on defined contributions and under
it benefits are dependent on the contributions paid during the beneficiary's
working life and on average life expectancy at retirement. It is anticipated
that this will improve upon the prior system by encouraging longer working
lives. Further, under the new pension system, the State-guaranteed minimum
pension will be paid only if the beneficiary's total pension from the compulsory
system (i.e., the first and second pillar) is lower than the paid minimum. The
essential element of the pension system's reform is the assurance of a minimum
pension provided a minimum contribution period is achieved.

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Mr. Michael Coco
September 29, 2005

          We would very much appreciate receiving the Staff's comments, if any,
with respect to Amendment No. 1 to the Registration Statement as promptly as
practicable. If it would expedite the review of the materials filed herewith,
please do not hesitate to call me (at 011-44-207-532-1400) or Anne Marie Salan
(at 011-44-207-532-1432).

          Many thanks for your assistance with this matter.

                                Sincerely yours,

                                  / s /  Francis Fitzherbert-Brockholes

                                Francis Fitzherbert-Brockholes

cc:  Dorota Korobiejnikow, Ministry of Finance, Republic of Poland
     Grzegorz Sielewicz, Ministry of Finance, Republic of Poland

Enclosures

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