EESTI TELEKOM

ANNOUNCEMENT



DRAFT RESOLUTIONS FOR THE EXTRAORDINARY GENERAL MEETING



Issue of convertible bonds.



The  following draft resolution will be presented to  the

EGM:



1.  To  approve  the terms and conditions of  convertible

bonds  (as  attached),  such terms and  conditions  being

integral part of this resolution.



2.  To  issue convertible bonds according to the attached

terms and conditions of the convertible bonds.



Waiver  of  pre-emptive  rights  to  subscribe  for   the

convertible bonds and shares to be issued in exchange  to

the convertible bonds.



The  following draft resolution will be presented to  the

EGM:



1.  To  waive the pre-emptive rights of AS Eesti  Telekom

shareholders to subscribe for convertible bonds the issue

of   which  was  decided  by  the  current  extraordinary

shareholders’  meeting  of  AS  Eesti  Telekom  held   on

December 15, 2000.



2.  To  waive the pre-emptive rights of AS Eesti  Telekom

shareholders to subscribe for the A shares  of  AS  Eesti

Telekom to be issued on the basis of terms and conditions

of  convertible bonds approved by the resolution  of  the

current  extraordinary shareholders’ meeting of AS  Eesti

Telekom held on December 15, 2000.



Changes to the Statues.



The  following draft resolution will be presented to  the

EGM:



1.  To  change  the Statutes of AS Eesti Telekom  and  to

adopt  new  wording  of Clause 6.1  of  the  Statutes  as

follows:



“In  case of one- (sole manager) or two-member Board, the

Company  shall be represented and the documents shall  be

signed for and on behalf of the Company by any member  of

the  Board alone. In case of three- or more member Board,

the  Company shall be represented and the documents shall

be  signed  for  and  on behalf of  the  Company  by  the

Chairman of the Board alone or by any two members of  the

Board, two jointly together.”



2.  To  approve new version of the Statutes of  AS  Eesti

Telekom (as attached).



Removal and election of the member of the Council.



The  following draft resolution will be presented to  the

EGM:



1.  To  recall  Henrik Fabricius from the Council  of  AS

Eesti Telekom.



2. To elect Annika Christiansson as the new member of the

Council of AS Eesti Telekom.





Hille Võrk

CFO

+ 372 6 272 460