Company profile
Letter to shareholders
The effect of the Russian economic crisis
Expansion across Russia: Vimpelcom receives new GSM licenses
Vimpelcom's strategic alliance with Telenor
Investor relations
Financial highlights
Summary financial data
Management's discussion and analysis of financial condition and results of operations
Report of Independent Auditors
Consolidated Balance Sheets
Consolidated Statements of Operations
Consolidated Statements of Shareholders' Equity
Consolidated Statements of Cash Flows
1. Organization, Basis of Presentation and Significant Accounting Policies
2. Acquisitions
3. Cash and Cash Equivalents
4. Other Current Assets
5. Property and Equipment
6. Bank Loan
7. Equipment Financing
8. Shareholders' Equity
9. Income Taxes
10. Valuation and Qualifying Accounts
11. Related Party Transactions
12. Commitments and Contingencies
13. Impact of Year 2000 (Unaudited)
14. Quarterly Financial Data (Unaudited)
15. Subsequent Events (Unaudited)


Report of Independent Auditors

The Board of Directors and Shareholders
Open Joint Stock Company "Vimpel-Communications"

We have audited the accompanying consolidated balance sheets of Open Joint Stock Company "Vimpel-Communications" ("VimpelCom") as of December 31, 1998 and 1997, and the related consolidated statements of operations, shareholders' equity and cash flows for each of the three years in the period ended December 31, 1998. These consolidated financial statements are the responsibility of VimpelCom's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of Open Joint Stock Company "Vimpel-Communications" at December 31, 1998 and 1997, and the consolidated results of its operations and its cash flows for each of the three years in the period ended December 31, 1998, in conformity with accounting principles generally accepted in the United States of America.

Ernst & Young (CIS) Limited
Moscow, Russian Federation
March 26, 1999