Moscow – May 13, 2010 – Rostelecom (RTS, MICEX: RTKM, RTKMP; OTCQX: ROSYY)  today announced the decisions of its Board of Directors on the various agenda items of the Annual General Shareholders’ Meeting (‘AGM’) upon the results of 2009.

Rostelecom’s Board of Directors at its meeting held in Moscow on May 11, 2010 passed a resolution to include in the agenda of the forthcoming AGM the item of Rostelecom’s reorganization by merging with and into the seven Inter-Regional Companies: OJSC “CenterTelecom”, OJSC “Sibirtelecom”, OJSC “Far East Telecom”, OJSC “VolgaTelecom”, OJSC “North-West Telecom”, OJSC “Uralsvyazinform”, OJSC “Southern Telecommunications Company”, as well as OJS Company of Telecommunication and Information of the Republic of Dagestan (‘the Merging Companies’).

In the context of this issue the Board also discussed and submitted for approval at the AGM the merger agreements between Rostelecom and the Merging Companies with the following share swap ratios for conversion of their shares into Rostelecom ordinary shares:

The Board has also determined the buyback price of the Company’s shares to be bought from shareholders in case of the reorganization. The buyback price for ordinary and preferred shares of the Company is set at the same level – RUB 86.21 both per one ordinary and preferred share.

The Board also passed a resolution to include in the AGM agenda the motion to approve the inter-related deals: the Sale and Purchase Agreement for Securities between Rostelecom and OJSC Comstar-UTS and Securities Sales and Purchase Agreement between Rostelecom and MGTS Finance S.A. The deals are subject to the condition that 25% plus one ordinary share of Svyazinvest is to be acquired by Rostelecom, from the aforementioned companies, for the sum of RUB 26 billion.

Rostelecom’s Board of Directors also recommended the following annual dividends for 2009 to be discussed at the Annual General Shareholders’ Meeting:

- RUB 2.1005 per preferred share. The total amount of dividends to be paid to holders of preferred shares will amount to RUB 510.1 million or 10.0% of the Company’s 2009 RAS net profit;

- RUB 1.4002 per ordinary share. The total amount of dividends to be paid to holders of ordinary shares will amount to RUB 1,020.3 million or 20.0% of the Company’s 2009 RAS net profit;

- The total amount of the proposed dividends for 2009 is RUB 1,530.4 million. The percentage of the Company’s net profit available for 2009 dividends will amount 30% which is equivalent to the level in 2008.

Holders of the American Depositary Receipts will receive payment in accordance with the 1:6 ratio of ADR to ordinary shares. ADR holders will receive the dividend in US dollars through their usual financial intermediary.

In accordance with the decision of the Company’s Board of Directors as of April 26, 2010, shareholders on record as of May 7, 2010, will be entitled to participate in the AGM and receive dividends for 2009.

On June 26, 2010, the AGM, to be held at the Company’s Bekasovo Training Center (Moscow region, Naro-Fominsk district), will determine dividend payments.

Further details on dividend payment procedures will be available in the Corporate Governance section within the Investor Center of Rostelecom’s website.