Eesti Telekom                 NEWS RELEASE                      05/18/2004



RESOLUTIONS OF THE AGM



Approval of 2003 Annual Report and allocation of the profit

1.    To  approve 2003 Annual Report consisting of financial

  report, management report, independent auditor’s report and

  proposal for profit distribution.



2.   To distribute the retained earnings totalling 2,290,597

  thousand kroons, consisting of the net profit of AS  Eesti

  Telekom  for the financial year of 2003 1,035,952 thousand

  kroons and retained earnings from previous periods 1,254,645

  thousand kroons as follows:



     1)   To allocate to the legal reserve 261 thousand kroons.

       

     2)    To distribute between shareholders and to pay  to

       shareholders as dividends 1,101,165 thousand kroons as

       follows:



           i.   The number of A-shares is 137,644,428. To distribute

            between shareholders and to pay out to shareholders as

            dividends 1,101,155 thousand kroons, i.e. 8.00 kroons  per A-

            share.

ii.  The number of B-shares is 1. Dividends payable to the

holder of B-share is 10,000 kroons.



     3)    Left  to be carried forward in the balance  sheet

       1,189,171 thousand kroons.

     

  The  list  of shareholders on the basis of which dividends

  will  be  distributed  shall be  fixed  according  to  the

  provisions of the Tallinn Stock Exchange Rules at 8.00  on

  8  June  2004. The dividends shall be paid out on 17  June

  2004.



Buy-back option of AS Eesti Telekom shares

3.    To  authorise AS Eesti Telekom to acquire  within  one

  year from the adoption of this resolution (i.e. until 18 May

  2005) AS Eesti Telekom shares of A-series so that the total

  of  nominal values of own shares held by AS Eesti  Telekom

  would not exceed the legal limits and the price payable per

  share  would not exceed the highest price paid for  the  A

  share of AS Eesti Telekom on the Tallinn Stock Exchange on

  the day of acquiring the shares. AS Eesti Telekom to pay for

  the said shares from the company's assets in excess of its

  share capital, reserve capital and share premium. The amount

  of  shares to be acquired each time shall be determined on

  each  occasion  separately by a  resolution  of  AS  Eesti

  Telekom's Supervisory Council.





Recalling and election of the members of the Council

4.    To  recall  the  following members of the  Supervisory

  Board:



  Annika Christiansson

  Erik Hallberg

  Alo Kelder

  Kalev Kukk

  Tiina Mõis

  

  Tarmo Porgand

  Kennet Rådne

  Mats Salomonsson

  Aare Tark

  Raivo Vare



  To  consider  the above persons recalled and the  term  of

  their  authorities  as  members of the  Supervisory  Board

  terminated  from  the  moment  of   termination   of   the

  authorities of the previous Board.



  To elect as members of the Supervisory Board:

  

  Annika Christiansson

  Erik Hallberg

  Alo Kelder

  Tarmo Porgand

  Kennet Rådne

  Mats Salomonsson

  Raivo Vare

  

  

  To  consider  the above persons elected and  the  term  of

  their  authorities  as  members of the  Supervisory  Board

  commenced   from   the  moment  of  termination   of   the

  authorities of the previous Board.



Remuneration of the members of the Council

5.   To assign the following remuneration for the members of

  the Supervisory Council:



  Chairman  of the Supervisory Board            EEK  20  000

  per month

  Member  of  the Supervisory Board              EEK  9  000

  per month

  

  Members  of  the  Supervisory Council will be  compensated

  expenses   related   to  executing  their   duties   (e.g.

  accommodation, transport, communications).



Election and remuneration of the auditor

6.    To  appoint  Deloitte&Touche Audit AS to  audit  Eesti

  Telekom in 2004. Remuneration of the auditors will be based

  on a contract with the auditing company.



Amending the Articles of Association of AS Eesti Telekom and

converting the B-Share

7.    To  amend  the  Articles of Association  of  AS  Eesti

  Telekom and replace Clause 5.2.2 with the following text:

     "The  Board  shall  notify the shareholders  about  the

     Annual  General Meeting no less than three (3)   weeks,

     and  about  the extraordinary General Meeting  no  less

     than one (1) week, prior to the meeting by publishing a

     notice   in  at  least  one  Estonian  national   daily

     newspaper."



8.    To  amend  the  Articles of Association  of  AS  Eesti

  Telekom as follows:

  -    To replace Clause 4.1 with the following text: "The

     share capital of the Company shall be divided into

     registered common shares with the par value of EEK ten (10)

     each share. Each share is indivisible. Each share shall

     grant its holder one vote at the General Meeting and shall

     entitle the shareholder to participate at the General

     Meeting, distribution of profit as well as distribution of

     the remaining assets upon the liquidation of the Company, as

     well as other rights provided by the law and these articles

     of association (hereinafter: "Articles of Association").";

  -     To  replace  Clause 5.2.5 with the  following  text:

     "5.2.5. A resolution of the General Meeting shall be deemed

     to be duly passed if more than half of the votes represented

     at the General Meeting shall be cast for such decision,

     except  deciding  on issues stipulated  in  subsections

     5.2.4.(1); 5.2.4.(2); 5.2.4.(3) and 5.2.4.(8) of  these

     Articles of Association, which shall be passed provided that

     2/3 majority of the votes represented at the General Meeting

     shall be cast for such decisions. In cases where the law

     requires higher qualified majority of votes, the relevant

     resolution of the General Meeting shall be considered duly

     passed if the relevant amount of votes as required by the

     law shall be cast for the resolution.",

  and  to  convert  the B-Share into one  hundred  (100)  A-

  Shares  by terminating special rights attached to  the  B-

  Share  and  splitting its par value (EEK 1,000)  into  one

  hundred  (100) shares with the par value of EEK  ten  (10)

  each, each bearing one vote.





Hille Võrk

Financial Manager

6272460