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

                                                                   June 26, 2009

The State Treasury of The Republic of Poland
Ministry of Finance
ul. Swietokrzyska 12
Warsaw, Poland

Dear Sirs:

     We have acted as special United States counsel to the State Treasury of the
Republic of Poland (the "State Treasury") in connection with the preparation of
the Amendment to the Registration Statement under Schedule B filed with the
United States Securities and Exchange Commission (the "Commission") on even date
herewith (the "Registration Statement"), pursuant to which the Republic of
Poland ("Poland") proposes from time to time to issue and sell its notes and/or
bonds as described therein (the "Securities"). Terms used herein and defined in
the Registration Statement are used herein as so defined.

     We have examined originals or copies of such agreements, documents,
certificates and other statements of the State Treasury and such other papers as
we have deemed relevant and necessary in order to give up the opinion
hereinafter set forth. As to certain facts material to our opinion, we have
relied to the extent that we deemed such reliance proper upon statements of
representatives of the State Treasury. In rendering such opinion, we have
assumed the genuineness of all signatures, the authenticity of all documents
submitted to us as originals and the conformity to authentic original documents
of all documents submitted to us as certified, confirmed, facsimile or
photostatic copies.

     Based upon the foregoing and subject to the assumptions set forth herein,
we are of the opinion that, when duly authorized, executed and delivered by or
on behalf of the Minister of Finance of Poland, representing the State Treasury,
authenticated in accordance with the provisions of a duly executed Fiscal Agency
Agreement and delivered to, and paid for by, the relevant underwriters or
purchasers thereof in the manner contemplated by the Registration Statement and
the relevant Underwriting Agreement, the Securities will be valid and legally
binding obligations of Poland under the laws of the State of New York.

     This opinion is limited to the laws of the State of New York and does not
cover any questions arising under or relating to the laws of Poland or any
political subdivision thereof or therein and, to the extent such laws may be
relevant to the opinion expressed above we have with your permission but without
having made any independent investigation with respect thereto, relied on and
assumed the correctness of the opinions of even date herewith of the Director of
the Legal Department of the Ministry of Finance of Poland and of White & Case W.
Dani(3)owicz, W. Jurcewicz i Wspolnicy-Kancelaria Prawna Spo(3)ka Komandytowa to
you and our opinion, insofar as the laws of Poland or any political subdivision
thereof or therein are involved, is subject to any and all exceptions,
reservations and limitations set forth
<PAGE>
The State Treasury of the Republic of Poland
June 26, 2009

therein (including any reservation with respect to the amount of Securities
which may be issued).

     We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the use of our name under the caption "Validity of
the Securities" in the Registration Statement. In giving such consent we do not
thereby admit that we are in the category of persons whose consent is required
under Section 7 of the Securities Act of 1933, as amended, or the rules and
regulations of the Commission thereunder.

                                             Very truly yours,


                                             /s/ WHITE & CASE
                                             -----------------------------------
FFB:JE