Sale of Research and Development Facilities of RAO UES of Russia

1. Sale of Research and Development Facilities ofRAO UES of Russia Project Center for the Pre-Sale Preparation and Sale of Assets of RAO UES of Russia119526, Moscow, pr. Vernadskogo, 101/3, Office D-207, tel. 710-4354

2. Electricity Market Development Prospects • Due to substantial depreciation and lack of power facilities investors show strong interest in this sector. In the near future, large investments will be made in the electric power industry. kW in millions Required capacity Operating capacity Obsolete capacity

3. Structure of Research and Development Facilities (RDF) of RAO UES of Russia Engineering Center UES, Moscow VNIPIENERGOPROM, Moscow Volga Power Engineering Center, Samara Siberian Power Research and Engineering Center, Novosibirsk Special Design Office of Termal Power Equipment VTI, Moscow Power Engineering Centers Research Institutes Northwest Research and Engineering Center, Saint Petersburg Urals Power Engineering Center,Yekaterinburg Dalselenergoproekt, Khabarovsk South Center of Power Engineering,Rostov RAO UES of Russia

4. Sale Schedule for RDF Subsidiaries of RAO UES of Russia May 20, 2008 May 21, 2008 To be announced Siberian Power Research and Engineering Center, Novosibirsk Special Design Office of Termal Power Equipment VTI, Moscow Dalselenergoproekt, Khabarovsk Engineering Center UES, Moscow VNIPIenergoprom, Moscow Northwest Research and Engineering Center,Saint Petersburg South Center of Power Engineering, Rostov Volga Power Engineering Center, Samara Urals Power Engineering Center, Yekaterinburg

5. Restructuring of RDF Subsidiaries JSC”RDF subsidiary” JSC”RDF subsidiary” JSC “Real Estate” • The Board of Directors of RAO UES of Russia adopted a resolution on a spin-off of real property from RDF subsidiaries (listed below) into stand-alone Companies (JSC “Real Estate”) and the execution of 5-year real property lease contracts between RDF subsidiaries JSC “Real Estate. • For the purposes of maintaining the key personnel, management and archives of RDF subsidiaries, the management is offered an option program under which the management is granted the opportunity to purchase a block of 25%+1 share before 2013. VNIPIenergoprom, Moscow Engineering Center UES, Moscow Volga Power Engineering Center, Samara December 2007 February - May 2008 March – May 2008 Urals Power Engineering Center, Yekaterinburg Northwest Research and Engineering Center, Saint Petersburg Registration of JSC “Real Estate” Registration of property rights Execution of lease agreements Siberian Power Research and Engineering Center, Novosibirsk South Center of Power Engineering, Rostov

6. SKB VTI: Company Overview Moscow 100% of shares are beneficially owned by RAO UES of Russia Headcount:76 people, including engineering staff of 35 people SKB VTI Method and period of sale: Public auction May 21, 2008 Starting price of 75%-1 share -> 80 000 000 rubles

7. SKB VTI: Company Overview Areas of Activity integrated engineering of the upgrading and rehabilitation of CHPPs using gas-turbine and combined-cycle gastechnologies; design technology developments in the area of boiler and thermal equipment for CHPPs and TPPs for the purposes of raising the efficiency of combustion processes, improving operating technology and solving environmental issues; operations related to the design of equipment for the nuclear power industry.

8. SKB VTI: Company Overview Major Completed Projects • for RAO UES of Russia: feasibility study of the upgrading of Bryanskaya TPP; • Vnukovsky Aviaremontny Zavod No. 400: development of the working project for the rehabilitation of 10 MW gas-turbine test bed; • Mobilnye GTTPPs: development of the working project for the linkage of Mobilnye GTTPPs with a unit capacity of 22.5 MW at the Moscow and Moscow Region substations; • for TGK-5: preparation of the justification of investments in the rehabilitation of Kirovskie CHPP-1 and CHPP-3; • for Mosenergo: working project for the rehabilitation of the Station 9 TGME-464 boiler for the purpose of reducing NOx emissions from CHPP-11; • Development of engineering documentation for a decontamination bath of the control and protection system (CPS) actuators at an NPP (Tianwan in China). 8

9. Dalselenergoproekt: Company Overview Khabarovsk 100% of shares are beneficially owned by RAO UES of Russia Headcount: - 48 people,including engineering staff of 25 people The principal asset of Dalselenergoproekt is the office building located at: Khabarovsk, ul. Frunze, 126 with a total area of 1,040 square meters (the land plot occupies 1,393.4 square meters). Dalselenergoproekt ( www.dalsep.ru) Method and period of sale: Public auction May, 2008 Starting price of 75%-1 share (the appraiser's report will be completed and approved by the Appraisal Committee of RAO UES of Russia in the2nd decade of April 2008)

10. Dalselenergoproekt: Company Overview Areas of Activity Development of electricity supply models, including prospective development of regions, districts, cities/towns and facilities located in rural and urban areas. Engineering survey for the design, construction and operation of enterprises, buildings and facilities in the core area of activity. Design of 0.38-220 kV (overhead, cable) transmission lines and substations, repair stations, dwelling houses and other facilities in Eastern Siberia, Far East and Extreme North, including the Magadan, Kamchatka Regions and the Sakhalin Region in an environment of permafrost soil, seismic activity, sea salt deposits and low negative temperature.

11. Dalselenergoproekt: Company Overview Major Completed Projects • 35/6 kV Gorka substation project and 35 kV HV line branches in the South district of Khabarovsk; • construction of fiber-optic transmission line (FOTL) Uglegorsk – Krasnogorsk – Ilyinsk – Tomari – Chekhov – Kholmsk • rehabilitation of 35kV HV line of 35/6 kV Tushino substation - 35/6 kV Mongokhto substation in the Vaninsky district; • Design and development of 35 kV double-circuit HV line, Sakhalin Island, from T 126 pole (Khomutovo substation, Mitsulevka substation) to the 35/10 kV substation being designed; • re-equipment of 0.4/6-10-35 kV HV line networks of the villages of Bystrinsky district. 11

12. Urals Power Engineering Center: Company Overview Urals Power Engineering Center( www.iceu.ru ) Yekaterinburg 100% of sharesare beneficially owned by RAO UES of Russia Headcount: 1,838 people, including engineering staff of 1,439 people Method and period of sale: Public auction May 20, 2008 Starting price of 75%-1 share -> 1 125 000 000 rubles

13. Urals Power Engineering Center: Company Overview Areas of Activity Integrated design and engineering of the construction and rehabilitation of power facilities: TPPs, CHPPs, CCGTs/CHPPs, GTUs/CHPPs, large boiler plants; high-voltage lines and 0.4–500 kV substations; organization and conducting of integrated engineering survey; front-end engineering, supply, commissioning and setup of equipment; environmental impact assessment and safety review using state-of-the-art testing methods; performance of functions of prime contractor and owner/developer; development and setup of heat supply models for cities/towns and large industrial facilities; research activities with respect to generic issues related to the electric power industry and power system development, including the issues of forecasting electricity and heat supply, the needs for commissioning new generation facilities and electric networks.

14. Urals Power Engineering Center: Company Overview Major Completed Projects Engineering Activities: • A set of startup operations related to the preparation of industrial site for the construction of the 4th power unit for Rosenergoatom Concern, Beloyarskaya nuclear power plant; • Operations related the creation of the Zeyskaya HPP Automatic Electricity Metering System for Zeyskaya HPP • Full set of startup operations and testing of the 1st startup facility of CHPPs for FGUP Uralvagonzavod • Construction of MiniHPP in the Sverdlovsk Region for the Ministry of Industry, Energy and Science of the Sverdlovsk Region Design Activities: • Rehabilitation of 220 kV Kholmogorskaya – Pul - Yakha, Kholmogorskaya – Avrora high-voltage line for Transmission Networks of Western Siberia, a branch of FGC UES • 500 kV Kurgan – Kozyrevo transmission line for Spetssetstroy • Chelyabinskaya CHPP-3. Engineering documentation of startup power unit No. 2. • Uralkali. Construction of GTUP power units for BKPRU-1,4 • Surgutneftegaz. GTUP of the Talakanskoe field, booster pump station of the Zapadno-Chigorinskoe, Severo-Labatiuganskoe, Tromyeganskoe fields. • Engineering: • Selection of facilities, gathering of initial data, development of terms of reference and technical and commercial proposals of three pilot projects for the creation of small-scale power generation facilities in the Urals Region for the representative office of RAO UES of Russia managing the joint-stock companies of the Urals part of Russia. • Surgutskaya TPP-2. Pre-design development of rehabilitation options • Troitskaya TPP. Development of the pre-feasibility study and terms of reference concept. 14

15. Volga Power Engineering Center: Company Overview Samara Headcount:647 people, including engineering staff of 416 people 100% of shares are beneficially owned by RAO UES of Russia Volga Power Engineering Center (www.ntc-volga.ru) Method and period of sale: Public auction May 20, 2008 Starting price of 75%-1 share -> 360 000 000 rubles

16. Volga Power Engineering Center: Company Overview Areas of Activity DESIGN Preparation of project documentation for the construction, rehabilitation, expansion and re-equipment of: -CHPPs, TPPs, HPPs and boiler plants, utilities systems, including heating, ventilation, water supply, sewage and air conditioning networks and systems. -electric networks and substations of up to 1,150 kV. -gas (enterprises) facilities, design of gas pipelines from gas distribution stations or connection point to the customer. Design of any type of industrial facilities. Development of models for the integrated use and protection of water resources adjusted for environmental protection in the construction of water facilities. Design of 35 kV, 110 kV overhead transmission lines. Design of water development facilities, navigation facilities, dams, irrigation channels, coastal engineering protection systems. INTEGRATED ENGINEERING SURVEYon construction sites and transmission line routes, geological and water survey, geodetic survey. EXAMINATIONof water development facilities, building structures, residential and industrial buildings, process plants. STARTUP AND COMMISSIONINGof primary and auxiliary mechanical equipment, operational tuning of boiler equipment and chemical water treatment plants. ENERGY AUDITand certification of power production facilities and processes, development of energy conservation activities. ENERGY PROJECT APPRAISAL

17. Volga Power Engineering Center: Company Overview Major Completed Projects • for FGC UES, Center Transmission Networks: integrated re-equipment of 500/220/110 kV Arzamasskaya – Proekt substation; • for ENERGOTREST: Prospective development model for 35-110kV electric networks of the Nizhni Novgorod Region for 2007-2015; • for TsentrESP, Moscow: adjustment of the development model for Middle Volga IPS up to 2020, including the adjustment of the 220kV or Higher-Voltage Electric Network Development Model; • for the Ministry of Transport, Communication and Motor Roads of the Samara Region: performance of surveying operations and preparation of design documentation on the construction of transportation consolidation center for handling cargos and containers in the Samara Region; • for Zhigulevskaya HPP: working project development. Rehabilitation of the building section, power equipment, URZAiA, SN with the feasibility study of options of an ORU-500 kV outdoor switchgear at Zhigulevskaya HPP; • for Engineering Center: Syzranskaya CHPP. Construction of CHPP-200 combined-cycle gas turbine for the needs of Syzranskaya CHPP, a branch of Volzhskaya TGK; • for Volzhskaya TGK: Saratov Heat Networks - working project: transition of thermal loads of the customers of 22 municipal boiler plants to centralized sources. 17

18. South Center of Power Engineering : Company Overview Rostov-on-Don 100% of shares are beneficially owned by RAO UES of Russia Headcount:1165 people,including engineering staff of 416people South Center of Power Engineering Method and period of sale: Public auction May 20, 2008 Starting price of 75%-1 share -> 625 000 000 rubles

19. South Center of Power Engineering : Company Overview Areas of Activity Startup and Commissioning installation and startup; operational tuning and guarantee tests; commissioning for pilot and industrial operation. Design and Development 10-500 kV transmission lines and substations; 0.4 kV distribution networks; self-contained and back-up energy sources; Relay Protection and Automatic Equipment systems for electric networks; dispatching systems; Steam-turbine, gas-turbine and combined-cycle gas TPPs using all types of fuel; heat networks, boiler plants; renewable energy power plants. Expert services energy surveying; development of engineering solutions for the extension of useful life of individual power equipment; calculation of loss standards for electric and heat networks; solving the issues of electromagnetic compatibility for power facilities; expert review and calculation of electricity and heat tariffs by the FTS of Russia and Regional Energy Commissions of the constituent entities of the Russian Federation; metrological examination and servicing.

20. South Center of Power Engineering : Company Overview Major Completed Projects • VESP • Installation of reactive power compensator at 500 kV Balashovskaya substation. • YuzhESP • Design of the title "500kV High Voltage Line Volgodonskaya NPP – Nevinnomyssk with a 500kV Substation and 330kV High Voltage Line Branches." Length of 500kV HV transmission line Volgodonskaya NPP – Nevinnomyssk: 416.37 km; transmission capacity: 600 MW. • RoTEP • Justification of investments and business plan of a project for the rehabilitation of power unit No. 8 of Novocherkasskaya TPP adjusted for an option for the construction of a new power unit (No. 9) on a free site from a temporary flange using circulating fluidized-bed technology. • Completion of construction of the 3rd power unit on the base of PSU-800 of a branch of Berezovskaya TPP (Approved portion and engineering documentation). • RoSEP • Development of a project for a 35kV single-circuit high voltage line "T-10", T-8A traction, 35kV high voltage line branches to the substations T-1, Troitskaya-1, T-8 and 35/6kV T-8A substations (Severnaya) for the supply of electricity for the future development of Taganrog Northern residential area. • YugORGRES • Sochinskaya TPP project appraisal, development of forecast electricity (capacity) balance for Sochinskaya TPP for 2005-2009. Fulfillment of the functions and duties of the Parent Startup and Commissioning Entity in the performance of startup and commissioning operations for the startup facility of Sochinskaya TPP. • Performance of a set of startup and commissioning operations and testing for the equipment of GTU of Belgorodskaya CHPP in its commissioning. Fulfillment of the functions and duties of the Parent Startup and Commissioning Entity. 20

21. Engineering Center UES : Company Overview Moscow 100% of shares are beneficially owned by RAO UES of Russia Headcount 3,108 people,including engineering staff of 1,784 people Engineering Center UES( www.powereng.ru ) Method and period of sale: Public auction May 2008 Starting price of 75%-1 share -> 2 300 000 000rubles

22. Engineering Center UES : Company Overview Areas of Activity provision of integrated engineering services to electric power enterprises; development of projects for new construction, rehabilitation and re-equipment of electric power facilities (design and research, startup and commissioning, R&D , etc.); organization and conducting of appraisal of projects for the re-equipment and new construction of electric power facilities; performance of the functions of Owner of the new construction and re-equipment of electric power facilities; preparation of tendering processes and organization of the procurement of engineering equipment for electric power enterprises.

23. Engineering Center UES : Company Overview Major Completed Projects In the heat power industry: - Sochinskaya TPP, 2хCCGT-39 with a capacity of 78 MW; - Kaliningradskaya CHPP-2, unit No. 1, CCGT with a capacity of 450 MW; - Luch GT CHPP in Belgorod, 2хCCGT-30 with a capacity of 60 MW; - 300 MW Wong-Bi TPP in Vietnam; - Ivanovskaya TPP, unit No. 1 CCGT with a capacity of 325 MW; - CHPP of the Moscow City International Business Center, unit No. 2 with a capacity of 116 MW; In the hydropower industry: - 2,000 MW Bureyskaya HPP; - 60 MW Aushigerskaya HPP, Kabardino-Balkaria; - 60 MW Yumaguzinskaya HPP, Bashkiria; - 520 MW Kapanda HPP, Angola; - 700 MW Yali HPP, Vietnam; - 1,000 MW Teri HPP, India; - 242 MW Al-Vahda, Morocco. 23

24. Engineering Center UES : Company Overview Unique Technologies: • determination of elastic behaviour and deformation characteristics, anisotropy and discontinuity of rock masses using the method of seismic sounding; • diagnostic testing of engineering facilities using the method of low-amplitude oscillations; • justification of 3-D seismic resistance of facilities; • instrumental microseismic zoning using latest-generation seismic recorders. • РDМS (Plant Design Management System), which is a three-dimensional computer-assisted design system, was implemented and operates as a backbone computer-assisted design system. State-of-the-art software solutions are used for developing certain sections of the three-dimensional modeling and calculation-based justification project. These include various modifications of Civil 3D Plant-4d, Electrics 3D, Automatics ADT, Inventor, etc. 24

25. Siberian Power Research and Engineering Center: Company Overview Novosibirsk 100% of shares are beneficially owned by RAO UES of Russia Headcount: 1,559 people, including engineering staff of 966 people Siberian Power Research and Engineering Center ( www.energosib.ru ) Method and period of sale: Public auction May 20, 2008 Starting price of 75%-1 share -> 950 000 000 rubles

26. Siberian Power Research and Engineering Center: Company Overview Areas of Activity Research and engineering support and preparation of a strategy for the development of heat, electric and hydro power industry of Siberia and the Far East; Development of models for the distribution of capacity by power plants into the power system; Development and implementation of master plans of electricity and heat supply to the cities/towns and human settlement of the Siberian region; Organization of integrated work performance: research, R&D, engineering survey for the construction of CHPPs, TPPs, mini CHPPs, mini HPPs, boiler plants, transmission lines, substations; Conducting of energy audit э, development and implementation of energy conservation programs; Organization and conducting of appraisal of power facility re-equipment and rehabilitation projects.

27. Siberian Power Research and Engineering Center: Company Overview Major Completed Projects • for GUDPV Boguchanckaya HPP: school for 864 pupils, Kodinsk, Krasnoyarsk Territory • for EMK-Engineering company: construction of 220kV addition to PP-110 kV. Crossing station with the installation of 2*125 MVA autotransformers. • for Giprotruboprovod: expansion of the Eastern Siberia – Pacific Ocean pipeline system. External electricity supply. Section No. 1, Ust-Kut-Talakanskoe field. Booster station No. 10. • for Giprotruboprovod: “Expansion of the Eastern Siberia – Pacific Ocean (ESPO) pipeline system. Section No. 1. Ust-Kut-Talakanskoe field. Linear portion”. The following sections of 10 kV HV line along a road: from 613 km to 653 km; from 653 km to 694 km; from 694 km to 786 km; from 786 km to 868 km; 1 km. • for AK Yakutskenergo: external electicity supply to the village of Eldikan. 110 kV HV line. Sulgachi-Eldikan with Sulgachi substation.Working documents 27

28. Northwest Research and Engineering Center: Company Overview Saint Petersburg 100% of shares are beneficially owned by RAO UES of Russia Headcount:893 people,including engineering staff of 631 people Northwest Research and Engineering Center (www.nwec.ru) Method and period of sale: Public auction May 20, 2008 Starting price of 75%-1 share -> 625 000 000 rubles

29. Northwest Research and Engineering Center: Company Overview Areas of Activity Design Activities design of 110 kV or higher-voltage main power grids and substations and auxiliary facilities; design of 0.4 kV or higher-voltage distribution networks and substations and auxiliary facilities; design of new, expansion and re-equipment of the existing thermal power plants, combined heat and power plants, boiler plants, electric boiler plants, heat pump stations and other sources of heat and electricity supply; design of cable, radio relay, fiber-optic and other links, automatic telephone systems, high-frequency channels, relay protection, automatic protective devices, teleautomation, automated electricity and heat metering systems, automated control systems. Surveying Activities: engineering survey for the construction of the 1st and 2nd criticality rating buildings and facilities in accordance with GOST; integrated surveying for designing 0.4 kV or higher-voltage HV lines and substations, auxiliary facilities, external communications and engineering facilities. Research and Engineering Activities: research and development of strategy, forecast and siting of electric and thermal power facilities adjusted for the main direction of technological progress; provision of integrated engineering services to increase the operating level of generation, electric grid equipment and dispatching.

30. Northwest Research and Engineering Center: Company Overview Major Completed Projects • Electricity and Heat Generation • Severo-Zapadnaya CHPP • Pravoberezhnaya CHPP ofTGK-1 • rehabilitation of power unit No. 6 of Kirishskaya TPP • Electric grids • rehabilitation of 750 kV Leningradskaya substation • Closed 220/110 kV Zabolotye substation • 220kV HV line between Yuzhnoe Khylchuyu central gathering station and Varandey booster pump station • Heat grids • Transit pipelinefrom Severo-Zapadnaya CHPP toPrimorskaya boiler plant • Power supply models • Master plan of electricity supply toSaint Petersburg up to 2015 and the prospects up to 2025 30

31. VNIPIenergoprom: Company Overview Moscow Headcount:306 people,including engineering staff of 221 people 100% of shares are beneficially owned by RAO UES of Russia VNIPIenergoprom (http://www.vnipiep.ru) Method and period of sale: Public auction May 21, 2008 Starting price of 75%-1 share -> 315 000 000 rubles

32. VNIPIenergoprom: Company Overview Areas of Activity design of CHPPs, boiler plants, heat networks  Development of heat supply models for cities/towns, districts and industrial hubs Development and implementation of the electronic models of engineering communications Development of power supply models Development of regulatory documents Scientific developments of laboratories - production of protective diaphragm valves - foam insulated pipes - environmental and water treatment laboratory

33. VNIPIenergoprom: Company Overview Major Completed Projects • for MOEK: “Moscow Heat Grid Facility Development Planning” • for MOEK: MOEK energy survey • for MOEK: analysis of development of Zelenograd RTS-1,2,3 heat grid zones • for NP INVEL: development of the standards of RAO UES of Russia belonging to the heat supply system group • for Citilaif Ross: rehabilitation and expansion of Shakhtinskaya GTPP • for Moscow Heat Grid Company: investment program development • for Severo-Vostochny branch 3 of MOEK: working project for distributing heat networks with polyurethane foam insulation Unique Technologies • VNIPIenergoprom was one of the first companies to start using specialized software environment for the development of urban heat supply models and today has vast experience in the creation of electronic models of urban heat supply systems, which allow developing options for the prospective development of heat supply systems and then monitoring them on an ongoing basis. • Most recent projects include the development of an electronic model of Moscow heat supply system as the principal tool for developing Moscow heat supply model up to 2020. 33