SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 Polska Telefonia Cyfrowa Sp. z o.o. (Exact Name of Registrant as Specified in Its Charter) Al. Jerozolimskie 181, 02-222 Warsaw (Address of Principal Executive Offices) Poland Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. Form 20-F Ö Form 40-F ______________ Indicate by check mark whether the registrant by furnishing the information contained in the Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes No Ö If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A ~~NEWS~~News ~~RELEASE~~Release

~~AMENDMENTS~~Polska TOTelefonia ~~THE~~Cyfrowa ~~INDENTURES~~announces OFpreliminary ~~SENIOR~~results ~~SUBORDINATED~~for ~~NOTES~~Q2 ~~GUARANTEED BY POLSKA TELEFONIA CYFROWA~~ 2004

Warsaw – ~~April~~July 1513, 2004 – Polska Telefonia Cyfrowa Sp. z o.o. (PTC), (www.era.pl) the leading Polish wireless provider of nationwide dual band GSM 900 & GSM 1800 services and holder of UMTS license, today ~~announced~~held ~~that~~a itconference ~~had~~to ~~amended~~announce ~~the~~its ~~Indentures~~new ~~for~~tariff ~~all~~scheme offor its ~~outstanding~~prepaid ~~Notes:~~Tak Tak service and announced preliminary results for the six months ended June 30, 2004.

•The new prepaid tariff in the Tak Tak offering will be introduced to further boost prepaid sales, following the successful earlier launches of the Era Love tariff from Tak Tak and wholly new Heyah prepaid brand. The new offer features 1-second billing and cheapest call prices in the market equal to PLN 0.77 flat fee per minute gross, PLN 0.63 net.

~~107/8~~PTC’s ~~Notes~~net ~~due~~subscriber ~~2008~~additions during the first six months of 2004 increased to 1.3 million in comparison to 0,7 million in the first half of 2003. The strong increase in net subscriber additions resulted in an approximate 34% increase in subscriber base to 7.5 million at the end of June 2004, compared to 12 months ago.

~~(Eur~~The ~~151~~significant increase in subscriber base, together, with ARPU improvements versus the first quarter of 2004, led to faster revenue growth.6 ~~million~~The ~~principal~~revenue ~~amount~~for the first half of ~~Notes~~2004 ~~outstanding);~~was over PLN 3 billion, approximately 15% more than in the first half of 2003 and represents a further acceleration in PTC’s rate of revenue growth. EBITDA was PLN 1.3 billion with margin improving to above 40% of revenues in the first half of 2004.

•PTC also announced that orders placed for new capital investments were up over threefold on the first half of 2003 but also confirmed that the previous guidance for total capital investment in 2004 remains unchanged.

~~111/4~~The ~~Notes~~results ~~due~~are ~~2009~~prior to our independent auditor’s review and may be subject to change. Full reviewed results for the second quarter and first half of 2004 will be released on August 11, 2004.

~~(Eur~~Operating ~~268.2~~under ~~million~~the ~~principal~~brand ~~amount~~name of ~~Notes~~ERA, ~~outstanding);~~Polska Telefonia Cyfrowa provides a full range of basic and expanded wireless telephone services over an all-digital network. For more information, please see the www.era.pl. pages on the Internet.

•

111/4 Notes due 2009

(USD 150.0 million principal amount of Notes outstanding).

The amendments, included in the First Supplemental Indenture were made in accordance with Section 9.01 of the Indenture, which provides that PTC (as the “Guarantor”), its subsidiaries (as “Issuers” or “Holdings”, as applicable) and the Trustee may amend the Indenture without the notice to, or the consent of, the Holders of the Notes to cure any ambiguity, omission, defect or inconsistency in the Indentures.

The Indenture has been amended by restating Clause (b) of Section 4.10 in its entirety as follows:

“ (b)

The Guarantor could not incur at least $1.00 of additional Debt pursuant to either clause (a) (i) or (ii) of Section 4.09.”

The amended clause sets forth the covenants that have to be met by the Guarantor (PTC) to allow distribution of Restricted Payments, as defined in the Indentures. The First Supplemental Indenture clarifies that permission to distribute Restricted Payments is conditional on satisfying either of the two ratios specified in Clause 4.09 of the Indentures:

Debt to Adjusted Cash Flow being less than 5.0 to 1.0

ii)

Consolidated Capital Ratio being less than 2.0 to 1.0.

According to Management calculations the Company met both the above requirements as at December 31, 2003, the date of its last published accounts.

For more information, please see the www.era.pl pages on the Internet.

###

For further information please contact:

~~Małgorzata~~Malgorzata Czaplicka Investor Relations Manager ( (+48) 22 413 3275 Mobile: (+48) 602 203 275 Fax: (+48) 22 413 6235

Investor relations Manager ( (+48) 22 413 3275 Mobile: (+48) 602 203 275 Fax: (+48) 22 413 6235

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

POLSKA TELEFONIA CYFROWA Sp. z o.o.

(Registrant)

By: /s/ Boguslaw Kulakowski

Boguslaw Kulakowski, Director General

By: /s/ Wilhelm Stueckemann

Wilhelm Stueckemann, Director of Network Operations

By: /s/ Jonathan Eastick

Director of Finance

~~April~~July 1513, 2004

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