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Prochnik was a large state-owned clothing manufacturer located in the textile-production-intensive region of Lodz, Poland. In the early months of economic reform, Prochnik was one of the first five state enterprises to be privatized through IPO and traded on the Warsaw Stock Exchange. The case describes the array of changes necessary to transform Prochnik into an internationally competitive private enterprise. The teaching purpose is to examine the management challenges associated with restructuring and privatizing a large state enterprise, and to analyze what factors have accounted for one of Poland''s most ambitious and successful state enterprise.