Moscow, 31 March 2006. The Board of Directors of RAO "UES of Russia" heard and noted information on the Company's Investment Programme 2007 and the draft Investment Programmes for years 2008-2009. Upon consideration of the Company's Investment Programme and the prospects for attracting investments in the energy sector, the Board of Directors gave the Management Board the task, before submitting the draft Investment Programme of RAO UES for approval to the Russian Government, to hold additional consultations with the ministries and agencies involved in energy sector activities, taking into account the tariff increase forecast for 2007-2008 and the issues relating to gas supply to the power plants under construction (whose construction is financed with earmarked funds) after the plants are brought on line.

As the construction of hydropower facilities will be financed, after January 2007, with the funds earmarked for investment by OAO "HydroWGC", RAO "UES of Russia" will focus on the construction of thermal power plants. According to the draft programmes, RAO "UES of Russia" is expected to spend RUB13.2 billion in earmarked funds in 2007, with another RUB15.2 billion from the same source to be spent in 2008.

For instance, RAO "UES of Russia" plans to expend RUB4.75 billion in funds in 2007 and RUB7.75 billion in 2008 to build Power Unit 2 at the Kaliningradskaya CHPP-3, which is paramount to ensuring energy security of the Kaliningrad Region. These measures are intended to ensure that the power unit is put into operation in Q4 2008.

RUB3.2 billion in funds will be allocated in 2007 to finance the construction of the Ivanovskaya TPP. This power plant will be equipped with the with the first Russian-made PGU-325 combined-cycle gas turbines based on high-performance gas turbines GTE-110 manufactured by OAO Saturn Research & Production Association. Power Unit 1 of 325 MW at the Ivanovskaya TPP is scheduled to become operational in Q1 2007, and Power Unit 2 will go on line in Q4 2008.

The draft Investment Programme 2007 of RAO "UES of Russia" provides for the implementation of the Mobile Gas Turbine Power Plants Project, which is to be financed with earmarked funds. The project is designed to ensure reliable operation of the Moscow energy system during the autumn/winter peak loads in 2006-2007 and 2007-2008. The gas-turbine units are to meet peak loads in the Moscow energy system until the power units that are being built by OAO "Mosenergo" are brought on line, and the power grid companies' projects are completed. The project involves installation of 10 mobile gas-turbine units of 25 MW each near the following substations: Beskudnikovo, Pavshino, Nakhabino, Sheremetyevo, and Daryino. RUB4.99 billion will be allocated for the project in 2007. The Board of Directors instructed the Management Board of RAO "UES of Russia" to explore the possibilities for further use of those GTUs, after they are no longer needed in the Moscow energy system, and to report their suggestions to the Board of Directors.

In order to support large-scale construction of power plants in the areas of Russia that are likely to experience energy shortfalls in the future, RAO "UES of Russia" plans to use various sources of funding, including additional share issues by WGCs and TGCs, the use of the investment guarantee mechanism, and bond issuance.

Separate investment programmes, which will include funding with earmarked allocations, have been prepared by RAO UES subsidiaries – OAO "UES FGC", OAO "UES SO-CDA", and OAO "HydroWGC".

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At its regular meeting held today, the Board of Directors of RAO "UES of Russia" approved the agenda of the Annual General Meeting of the Company. The agenda has been prepared in accordance with the requirements of Article 47 of the Federal Law On Joint Stock Companies and shareholder proposals.

It includes the following items of business:

• Approval of the Annual Report of RAO "UES of Russia" for 2005, the annual financial statements, including the profit and loss account (income statement), and allocation of profit and loss based on the financial year results.
• Payment of dividends.
• Approval of amendments and additions to the Charter of RAO "UES of Russia".
• Approval of amendments to the Company's Internal Regulations governing the activities of its management bodies.
• Approval of the appointment of the Auditors of RAO "UES of Russia".
• Election of members of the Board of Directors of RAO "UES of Russia".
• Election of members of the Audit Commission of RAO "UES of Russia".
• Approval of a transaction (or a series of transactions) involving the acquisition by RAO "UES of Russia" of additional shares in OAO "HydroWGC", which constitute(s) an interested party transaction.
• Approval of a transaction (or a series of transactions) involving the acquisition by RAO "UES of Russia" of additional shares in OAO "UES FGC", which constitute(s) an interested party transaction.

The Board of Directors of RAO "UES of Russia" also approved the venue, date, and time of the AGM of the Company.

Pursuant to Article 10.1 of the Charter of RAO "UES of Russia", with account taken of shareholder proposals, the Board set 28 June 2006 as the date for the AGM.

Like the year before, the AGM venue selected by the Board is the Zelenograd Palace of Culture, located in Zelenograd, an Administrative District of Moscow, Russia.

This resolution was taken pursuant to the requirements of Article 2.9. of the Regulation on Additional Requirements to the Procedure for Preparation, Convocation and Conduct of a General Meeting of Shareholders approved by the Resolution of the Federal Commission on the Securities Market of Russia dated 31 May 2002, and owing to the optimum combination of price and quality of the premises rented for the AGM. The Meeting starts at 11:00.

The Board of Directors of RAO "UES of Russia" approved the structure of the 2005 Annual Report of RAO "UES of Russia" and gave the Management Board of RAO "UES of Russia" a task to draft the Company's Annual Report for the previous year and submit it for consideration by the Board of Directors at the Board meeting to be held on 26 May 2006.

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The Board of Directors of RAO "UES of Russia" instructed the Company's representatives on the Board of Directors of OAO "Lenenergo" to vote for the sale of 12.51% stake in OAO "Petersburg Generation Company" held by OAO "Lenenergo". The shareholding is to be sold through a public auction. The Management Board of RAO "UES of Russia" was instructed to explore the possibilities to maximize the selling price of said shares in OAO "Petersburg Generation Company".

Taking into account the independent appraisal of shares of OAO "Petersburg Generation Company", the starting price for the sale of the Company's shares may not be less than RUB25.39 per ordinary share, and not less than RUB23.25 per preferred share. These prices were determined by a consortium of independent appraisal firms comprising ZAO "Rossiyskaya Otsenka" ("Russian Appraisal") and OOO "Expert Consulting Group".

OAO "Lenenergo" will use the proceeds from the sale of shares to repay the bank loans taken to repurchase the Company's shares in the course of reorganization.

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The Board of Directors of RAO "UES of Russia" determined the principal terms and conditions for OAO "HydroWGC" participating in the corporate structure of the Boguchansk Energy and Metallurgy Association Project ("BEMO Project"), and noted the progress report on the drafting of a partnership agreement between RAO "UES of Russia", OAO "HydroWGC", and OAO "RUSAL" on the project implementation.

The project involves completion of the Boguchanskaya HPP project with a designed capacity of 3,000 MW located on the Angara River, and the construction of an aluminium smelter with a capacity of 600,000 mt of primary aluminium annually, which will be a key consumer of the electricity generated by the plant. The project will be implemented, on a parity basis, by OAO "HydroWGC" and OAO "RUSAL".

The Board of Directors of RAO "UES of Russia" authorized Chairman of the Management Board Anatoly Chubais and Chairman of the Management Board of OAO "HydroWGC" Vyacheslav Sinyugin to conclude, upon conclusion of negotiations with OAO "RUSAL", an Agreement on Cooperation in Joint Implementation of the BEMO Project. The Board of Directors also instructed the Management Board of RAO "UES of Russia" and the Management Board of OAO "HydroWGC" to continue their efforts aimed at improving the economic aspects of the project.

The Board of Directors also resolved to use the proceeds from the sale of RAO UES assets equivalent to USD190 million to finance the construction of the smelter provided by the BEMO Project. Said amount is to be contributed to the authorized capital of OAO "HydroWGC".

At its June 2006 meeting, the Board of Directors will hear a report from the management of OAO "HydroWGC" on the launch of the project.

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The Board of Directors of RAO "UES of Russia" instructed the Company's representatives on the Board of Directors of OAO "HydroWGC" to vote for the approval of resolutions relating to the increase in the authorized capital of OAO "Zaramagskie HPPs".*

The authorized capital of OAO "Zaramagskie HPPs" will be increased through issuance of 1.5 million additional shares of RUB1,000 par value worth a total of RUB1.5 billion. The shares are to be placed through closed subscription in favour of RAO "UES of Russia" and OAO "HydroWGC".

The additional shares will be issued for the purpose of financing the construction of the Zaramagskie HPPs in 2006-2007. Upon completion of the additional share issue, RAO "UES of Russia" and OAO "HydroWGC" will together hold a 94% stake in OAO "Zaramagskie HPPs".

The Board of Directors of RAO "UES of Russia" also instructed the Company's representatives on the Board of Directors of OAO "HydroWGC" to vote for the approval of increase in the authorized capital of OAO "Sulakenergo".**

The authorized capital of OAO "Sulakenergo" will be increased through issuance of 508 million additional ordinary shares of RUB10 par value each worth a total of RUB5.08 billion. The shares are to be placed through closed subscription in favour of RAO "UES of Russia" and OAO "HydroWGC".

The additional shares will be issued for the purpose of financing the construction of the Irganayskaya HPP in 2006-2007. Upon completion of the additional share issue, RAO "UES of Russia" and OAO "HydroWGC" will together hold a 80.11% stake in OAO "Sulakenergo".

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** OAO "Sulakenergo" is a subsidiary of OAO "HydroWGC" engaged in the construction and operation of the Irganayskaya HPP located in the Republic of Dagestan. At present, the Company's authorized capital is RUB7,157,511,780. OAO "HydroWGC" owns a 53.6% stake in OAO "Sulakenergo". Other stakes are held by OAO "Chirkeygesstroy" (33.2%), RAO "UES of Russia" (12.4%), and the Ministry of Property Relations of the Russian Federation (0.7%).

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The Board of Directors of RAO "UES of Russia" considered the proposal to conclude two service agreements between RAO "UES of Russia" and the Krzhizhanovsky State Scientific Research Energy Institute (ENIN).

The Board of Directors of RAO "UES of Russia" approved the conclusion of the contract for performance of work "Target Vision of the Electricity Industry Development in Russia for the Period Until 2030" between RAO "UES of Russia" and ENIN.

Under the contract, the ENIN specialists are to prepare, by end-2006, the Target Vision of the Electricity Industry Development in Russia for the Period Until 2030. The key aspects of the document will be a forecast of the electricity and heat demand nationwide and in individual regions, analysis of the resource base available to the electricity industry, forecast of the development of generation assets and power grids, and environmental impact assessment of energy projects.

The Board of Directors has also approved the contract between RAO "UES of Russia" and ENIN to do a research project "Determining an Effective Mix of Coals from Different Deposits to Be Burned at RAO UES Power Plants".

The need to conduct a comprehensive research on the subject is explained by the importance of scientifically-based solutions in fuel policy for improving efficiency and reliability of thermal generation facilities and the Unified Energy System of Russia as a whole. OAO "ENIN" has extensive experience in researching rational use of fuel.

Both contracts will be concluded to implement the Agreement on Cooperation between RAO "UES of Russia" and the Russian Academy of Sciences (RAS) signed on 15 March 2006. The Agreement provides for engaging the RAS' institutes in the creation of scientific, technical, technological and engineering innovations needed for the development of the UES of Russia.

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The Board of Directors of RAO "UES of Russia" approved the Supplementary Agreement to the Services Contract dated 04 August 2005 and the draft Services Contract for Year 2006 between RAO "UES of Russia" and ZAO "Agency for Power Balance Forecasting" (APBF).*

Pursuant to the resolution of the Board of Directors of 26 April 2005, the Agency is entrusted with the provision of system-wide services relating to organization and development of the UES of Russia. Among other things, the Agency's principal objective to organize work on calculating the planned balances of electricity and capacity and cost balances of electricity and capacity on the wholesale electricity (capacity) market. Other tasks set before the Agency include coordinating investment activities of the wholesale electricity market participants in generation, transmission and distribution of electricity, and analyzing the operation of the UES of Russia and the wholesale electricity market, and reporting the findings to all market participants.

The contract to provide the above system-wide services for 2005 between RAO "UES of Russia" and APBF was approved by the Board of Directors. Among other things, the Contract provided that it would expire on 31 December 2005.

However, as provided by order of RAO "UES of Russia" dated 05 December 2005, the deadline was postponed for the completion of the Forecast Balance of the Electricity Industry and RAO UES Holding for 22006-2010. Accordingly, it became necessary to change the expiry date of the Contract. Under the Supplementary Agreement to the Services Contract between RAO "UES of Russia" and APBF, the date of expiry of the Contract has been postponed from 31 December 2005 until 31 May 2006, provided that the other material terms and conditions of the Contract remain unchanged.

Simultaneously, a draft service contract between RAO "UES of Russia" and APBF was prepared for 2006. According to that document, its date of expiry is 31 December 2006.

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The Chairman of the Board of Directors of ZAO "Agency for Power Balance Forecasting" (ZAO "APBF") is Yakov Urinson, Deputy Chairman of the Management Board and Head of the Corporate Center of RAO "UES of Russia". Alexey Sannikov, Head of Electricity Sector Regulation at the Federal Tariff Service of Russia, was elected Deputy Chairman of the APBF Board of Directors.

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The Board of Directors of RAO "UES of Russia" instructed the RAO UES representatives on the Board of Directors of OAO "Lenenergo" to include on the agenda of the EGM of Lenenergo shareholders the proposal to elect new Board members.

The motion to elect new members of the Board of Directors is due to the fact that, after OAO "Lenenergo" was reorganized, the power grid facilities were retained by OAO "Lenenergo", while the running of the company, as provided by RAO UES order, was handed over to OAO "UES FGC". OAO "UES FGC" decided it was necessary to elect new members of Lenenergo Board of Directors.

The Board of Directors of RAO "UES of Russia" also approved its work plan for Q2 2006.