.

REBCO

dated ..,2007 . 1 22

FOB CONTRACT REBCO

CONTRACT
REBCO Russian Export Blend Crude Oil

Dated 2007-. The Company represented by , acting on the basis of Statute, hereinafter

referred to as "Seller", on one side and . acting on the basis of the Statute, hereinafter referred to as "Buyer", on the other hand, have concluded this Contract as follows: 1. SUBJECT OF THE CONTRACT 1.1. The Seller has sold, and the Buyer has bought, on basis on FOB Port and ..loading at one berth only, Russian Export Blend rude il (REBCO) hereinafter named "Goods,quality to conform to Appendix 1, in quantity approx. ..00,000 ( in words:.)barrels per one month for a total of..0,000,000 barrels (.. million metric tons) for twelve months from the date of signing of the present contract to be delivered in tanker lots to conform to (Appendix 2), deliveries starting 2007, minimum cargo .0,000 barrels. 1.2. For the Contract to enter into force, the following documents will be attached and will be considered an integrating, obligatory part of the present Contract: APPENDICES No. 1 - Specification of the product Russian REBCO GOST TU 39-1623-93 No. 2 - Schedule of the deliveries of the goods No. 3 - Price Confirmation(Basis of Payment) No. 4 - Payment No. 5 - Text Format of Documentary Letter of Credit No. 6 - Text Format of Performance Bond No. 7 - Non-Circumvention and Non-Disclosure Working Agreement No. 8 - Definitions As integral part of this Contract: Proof of Product Documents a) to f) a) a) Resource notice from Oil Company (Proof of Product) confirming contractual volume of Goods to Seller, free for export b) Copy of Export License c) The Letter of the Transshipment-Petroleum Company OAO AK Transneft about pumping of volumes of REBCO to port for export for the Seller of Goods, sufficient for this Contract. d) Cable directly from Transneft to Buyer confirming Readiness to load the

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 2 22

Goods month by month after payment by Seller to Transneft e) Transaction Passport f) Confirmation of Registration of all Documents by MinJustice 2. TERM OF DELIVERY 2.1. Delivery of Goods shall be executed during (12) twelve months by oil-tanker lots pursuant to the schedule of delivery (Appendix 2). 2.2. The date of delivery Goods under this Contract, is date of the Bill of Lading for Goods loaded on FOB terms at port . 2.3.The deadline for coordination of monthly delivery of the consignment for the subsequent month is the 10th (tenth) day of the current month preceding delivery. 2.4.The first delivery of the Goods is . 2007. 2.5 The Seller shall notify the Buyer about laycan date for loading the vessel not less than 20 calendar days before the first and further shipments (the Transneft schedule on the vessels acceptance for the loading each month) 3. PRICE AND TERMS OF PAYMENT 3.1. The price and terms of payment are stipulated in Appendix 3 and 4 respectively. 4. QUALITY 4.1. The quality of Goods sold under this Contract shall meet the specification indicated in Appendix 1. 4.2. The quality of each delivered lot of Goods at the port of loading shall be tested in the manner customary for International standards (SGS or Saybolt at Buyers choice). 5. DELIVERY AND ACCEPTANCE 5.1. Delivery and acceptance of goods shall be executed in accordance with the stipulations of the present Contract and Appendix 1 by the transfer of the Bill of Lading to the Buyer. 5.2. The quality of Goods delivered under the present Contract is as indicated in the Certificate of Quality issued by the International independent laboratory (SGS or Saybolt) at the loading port. 5.3. The quantity of the Goods delivered by the Seller and accepted by the Buyer is defined as the quantity indicated in the Bill of Lading. 5.4. The quantity of Goods is to be determined in accordance with the methods and standards accepted at the loading port. 5.5. By delivery on FOB terms the quantity of Goods is confirmed by flow-meter

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 3 22

readings as well as by ships tanks measurements adjusted by VEF. 5.6. The quantity stated in the Bill of Lading, in accordance with readings and measurements as per art. 5.5 of this Contract, is to be considered final and binding upon both Parties. 5.7. Quality as established by an independent surveyor at the port of loading on the basis of composite samples is to be final and binding upon both parties. The independent surveyor is to be appointed by the Buyer. Costs for such quality tests at the port of loading shall be split equally 50/50% between the Seller and the Buyer. 5.8. The Buyer has the right to have his representative at port of loading (such representative can be, but not necessarily, the independent inspector). 5.9. During loading of the tanker, arbitration samples are to be taken from the auto sampler or flow meter. Sampling should be performed according to the standard procedure currently accepted in Russia. Samples thus taken shall be thoroughly mixed, put into bottles and sealed. 5.10. One part of these samples filled into not less than two bottles and sealed by Seller or their appointed representative, is to be placed on board the tanker under the care of the Captain for delivery to the Buyer or their nominated representative at the discharge port. The other part of the same samples, filled into not less than two bottles, is sealed by the Captain, and delivered to the Seller. 5.11. The taken samples shall be considered as the only samples for arbitration. If loading was made under the observance of the independent Inspector, samples taken by this Inspector shall be considered as arbitration samples. 5.12. Both Parties shall keep these samples within the duration of this Contract, and in case of claims - till moment of settlement.

6. DELIVERY TERMS 6.1. Delivery of Goods is made in consignments lots pursuant to the schedule in Appendix 2 . A specific date of readiness for shipment of the goods and readiness of the loading port shall be stated in the Schedule of Delivery. 6.2. The Seller confirms to the Buyer not later than on the 10th day of the month prior to the month of shipment the date when the goods will be ready for shipment and the port will be ready to dispatch the goods. Not later than 20 (twenty) days prior to the commencement of the monthly delivery Buyer shall inform Seller of extra quantity of goods to be lifted in addition to the quantity confirmed by the Seller. 6.3. The delivery date of the first lot of goods will be nominated by the Buyer, depending on terms and conditions of the charter party for the tankers and is to be agreed upon between the Buyer and the Seller.

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 4 22

6.4. Nomination 6.4.1.The Buyer, in accordance with the delivery schedule agreed by both Parties, shall inform the Seller not later than 7 (seven) days prior to arrival of the tanker to the loading port the name(s), capacity, flag and draught of the vessel(s), estimated date of arrival to the loading port. 6.4.2. The Captain shall cable or telex to the Seller and to the Shipowner's agent at the loading port, the ETA, 120 hours prior to its arrival stating capacity, flag and draught of the vessel, quantity of clean or dirty ballast on board and precise time of arrival 48, 24 and 12 hours before its arrival at the port of loading. 6.4.3. The Seller shall inform the Buyer by telex/ fax about the loaded cargo within 24 hours after the loading has been completed. 6.4.4. The Buyer shall ensure the timely arrival of his/chartered vessel at the loading port within the agreed schedule. The vessel shall be in every respect ready to load the cargo for which it is nominated. 6.4.5. In case of non-compliance of 6.4.4 by Buyer, the Seller will be released from responsibility for any demurrage incurred and will have the right to refuse loading of such vessel. However, the Seller will take all measures in his power to effect loading of the tanker as soon as possible. 6.4.6. The Buyer's tankers shall in all respects comply with the regulations in force at the loading port such as seaworthiness, fire and other safety measures, deballasting and loading capacity etc., otherwise all damages and costs connected to non-compliance with regulations shall be borne by the Buyer. 6.4.7. The Seller shall provide safe loading of the vessel at the berths without any additional expenses from the Buyer's side in such a way that the vessels stay afloat all the time. 6.4.8. On arrival of the vessel at the port of loading after receipt of Free Practice (sanitary, border and custom inspection) the Captain or his agent shall give to the Seller's representative written notice of readiness of his vessel for loading. 6.4.9. Notice can be given at any time of day or night if it is not contrary to the local port regulations. 6.4.10. Lay time will commence 6 (six) hours after the Captain gives such notice, berth or no berth. In case loading is carried out in two or more ports, lay time in the other ports will start from the moment the notice of readiness has been handed over. 6.4.11. Loading will be considered completed and lay time will cease upon disconnection of loading hoses. 6.4.12. Time period during which loading could not be effected because of reasons beyond the Seller's control such as waiting for and proceeding of sanitary, border and customs inspection, pilotage, mooring and other actions while proceeding from

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 5 22

the anchorage to the berth, waiting for and discharging ballast, and time during which loading could not be made due to technical and other conditions, attributable to the tanker, will not be counted as laytime. 6.4.13. Time period during which loading could not be effected because of weather conditions will not be counted as lay time. Sundays and Public Holidays will be excluded from the calculations of lay time unless used. 6.4.14. However, upon expiration of the lay time allowed for loading Sundays and Holidays are also included in the lay time as well as stormy weather time preventing loading. 6.4.15. Lay time for the vessels is determined by the Seller in accordance with International standards for the type of a tanker, calculation of its capacity, quantity of loadable Goods in accordance with the time-table (Appendix 2). 6.4.16. The claims on demurrage should be submitted to the Seller within 2 (two) months, from the date of the Bill of Lading, otherwise the claim shall be considered null and void and declined. The demurrage shall be considered and is paid within one month, from the date of receipt from the Buyer of all documents, confirming given claim. 6.4.17. The Buyer shall submit the following documents for examination of claims: - Statement of Facts, - Notice of Readiness, - Bill of Lading 1/3 first copy of plus one copy, - The Quality Certificate, - The Certificate of origin, - The Act of a origin through counter, - Certificate of discharge, as well as any other documents relevant to a particular shipment signed by authorized persons. 6.5. The volume of delivery can vary by +/-10% (plus / minus ten per cent) from supply of goods according the Contract. 6.6. After the tanker is loaded and has crossed the frontier, the Buyer has the right to deliver the Goods to any destination of his choice, but except to C.I.S.

7. POLLUTION COMPENSATION 7.1. It is in the interest of both Seller and Buyer to ensure that the cargo is well protected against voluntary discharge into the sea to avoid pollution of the seawaters. Accordingly, the Buyer warrants that all vessels nominated to carry the cargo shall be enrolled in TOVALOP and Buyers warrant that they are members of CRISTAL LIMITED or, if not, that they will immediately become members of CRISTAL LIMITED.

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 6 22

Such obligations may be transferred by Buyer to his Client. Buyer warrants that such obligations will be part of the stipulations of the Charter Party.

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 7 22

8. CLAIMS 8.1. If the quality of the arbitration samples does not correspond to the Contract Specification(s), claims for quality are to be submitted to the Seller within 2 (two) months from the date of the delivery. Any claim received after such date, will not be accepted by the Seller and Buyer will have no right to have this reversed by Arbitration. 8.2. In case the independent inspection proves that the chemical composition of a consignment is not in accordance with the specification agreed upon under the present contract, the Buyer shall accept the given consignment with a reduction in price by agreement with the Seller, applying usual market standards as to the amount of the reduction. If the Buyer fails to inform the Seller within 30 (thirty) calendar days after the date of goods' arrival to the port of discharge in written form (via facsimile) duly attaching all copies of inspection reports proving inferior quality of a consignment than agreed upon under the present Contract, the consignment is considered as accepted by the Buyer with regard to the quality and further claim shall not be accepted by the Seller. 8.3. If the Seller receives a claim with respect to quantity, quality of a consignment of Goods within the stipulated time period in accordance with terms and conditions of this Contract, the Seller has the right to agree with the Buyer on the discount in the price of the given consignment of Goods. 9. FORCE MAJEURE 9.1. This Contract is governed by the regulations of the International Chamber of Commerce, Paris, with regard to Force-majeure circumstances. 9.2. Neither of the Parties shall be liable for complete or partial non-performance of obligations from such Force-Majeure circumstances such as acts of God, strikes, fires, floods, wars (whether declared or undeclared), riots, break-out, embargoes, accidents, restrictions imposed by any governmental authority (including protection, quotas, priorities, requisitions and price controls) and others which are out of the control of the contractual Parties and have arisen after the conclusion of this Contract. 9.3. If any of such circumstances directly affect the performance of the obligations in the time period stipulated in the Contract, this time period for performance of obligations is to be extended correspondingly for a period during which such circumstances last. 9.4. Should the above circumstances continue to be in force for more than 90 (ninety) days, Parties shall have the right to cancel this Contract completely or partially. In this case neither of the Parties shall have the right to make a demand from the other Party for the compensation of any possible losses.

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 8 22

10. ARBITRATION 10.1. This contract shall be governed and construed in accordance with the laws of Germany. The Parties agree that the Berlin Court, which will act as Court of Arbitration, is to have the exclusive jurisdiction to settle any disputes. The verdicts of this Court of Arbitration shall be final and binding upon both Parties. 10.2. The present Contract is purely commercial deal concluded in accordance with international rules of banking and financial activity and this rule is to be used for all questions regarding preparations, interpretation, legal fulfillment, and any other questions in regard to this contract, including ordinary norms of honesty, confidentiality adopted by International Chamber of Commerce (ICC) in Paris, and also temporary suspension because of force-majeure circumstances. In case of any differences regarding any aspect of the present Contract the Parties shall agree to pass the matter to Arbitration. 11. ORDER OF ASSIGNMENT 11.1. The property right to the Goods, responsibility, all risks will pass from the Seller to the Buyer from the moment of Goods pass through the flange connection between the delivery hoses and the vessels manifold at the loading port. 11.2. Neither Party is entitled to transfer their rights and/or obligations under this Contract to a third party without the other party's previous written (including telex) consent. 11.3. Any such assignment shall be effected by notice in writing from the Assign or signed by Assignee who takes responsibility for the obligations under this Contract. 12. GENERAL 12.1. This agreement contains the entire understanding between the parties with respect to the transactions contemplated hereby and can only be amended by a written agreement. Any prior agreement, written or verbal is deemed merged herein and shall be superseded by this agreement. 12.2. Any and all appendices, annexes, supplements and additions to this Contract are valid only if they are made in writing and duly signed by both Parties. 12.3. Any and all appendices, annexes, supplements and additions shall constitute an integral part of this contract. 12.4. Except as expressly provided in this Contract, neither the Seller nor the Buyers shall be liable for consequential, indirect or special losses or special damages of any kind arising out of, or in any way connected with the performance or failure to perform obligations under this Contract. 12.5. All taxes, customs and other duties connected with the conclusion and execution of this Contract levied before point of acceptance (see 1.1.), except expenses on Buyers side connected with payments, stipulated in Appendix 4 shall be paid by the Seller.

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 9 22

12.6. All taxes and all duties levied after the point of acceptance and after the national border of the Russian Federation will be paid by the Buyer (see 1.1). 12.7. Terms and conditions, which have not been mentioned in the present Contract, are to be regulated by Incoterms-2000 and latest relevant addenda for FOB deliveries. 12.8. The text of this contract is in English language and is signed in six (6) originals, two (2) of which for the Buyer, and four (4) for the Seller. 12.9. Signed, sealed and certified agreements are allowed to be sent by fax or Email. The Parties have the right to ask and receive originals of documents sent by fax or Email. EDT (Electronic document transmission) shall be deemed to be valid and enforceable in respect of the provisions of this contract. Either party shall be in a position request a hard copy of any previous electronic transmitted document. 12.10. Grammar mistakes and slips, if they are present in this contract shall not be considered as contradictions. 12.11.Any information contained herein shall be kept confidential and shall not be subsequently disclosed to third parties or reproduced in any way, except to third parties who are necessary to the implementation of this Agreement. 12.12. Commissions/Fees: All Parties shall be responsible only for those Commissions and fees that they have agreed in writing to pay. Each Party is committed to relieve the other Party from all such demands or claims of any other third Party. 13. DURATION OF THE CONTRACT 13.1. The present Contract comes into force from the date of its signing by the Parties, complete with all annexes, and will be valid till the moment of complete fulfillment of deliveries and payments, which are compulsory for both Parties, their heirs, successors, assignees, principals and agents.

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 10 22

14. LEGAL ADDRESSES AND COMMUNICATIONS SELLER COMPANY: REPRESENTED BY: TITLE: PASSPORT NUMBER: ADDRESS: PHONE: FAX: E-MAIL: DATE: Hereinafter referred to as the Seller BUYER COMPANY: REPRESENTED BY: TITLE: PASSPORT NUMBER: ADDRESS: PHONE: FAX: E-MAIL: DATE: Hereinafter referred to as the Buyer

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 11 22

15. BANKING COORDINATES

SELLER BANKING DETAIL: Bank's Name Address Account Number Account Name Bank Swift Code Bank Officer TEL NO FAX NO : : : : : : : :

BUYER BANKING DETAILS Bank's Name Address Account Number Account Name Bank Swift Code Bank Officer TEL NO FAX NO : : : : : : : :

16. APPENDICES OF THE CONTRACT No. 1 - Specification of the product Russian REBCO GOST TU 39-1623-93 No. 2 - Schedule of the deliveries of the goods No. 3 - Price Confirmation(Basis of Payment) No. 4 - Payment No. 5 - Text Format of Documentary Letter of Credit No. 6 - Text Format of Performance Bond No. 7 - Non-Circumvention and Non-Disclosure Working Agreement Proof of Product Documents (see clause 1, a) to f)) No. 8 - Definitions 17. CONCLUSION This Agreement is compiled in 6(six) originals of 22( twenty two) pages including 7(seven) appendices plus product documents. Until the exchange of originals, the Parties of this Contract agree the stamped copies of this Agreement will be in full force and effect. Parties here confirm and accepted that the Contract sent by facsimile or by scanned e-mail, accepted as an

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 12 22

original.

IN WITNESS HEREOF:

IN WITNESS HEREOF:

SELLER NAME

BUYER NAME

DATE

DATE

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 13 22

Appendix 1 to Contract XXXXX QUALITY CERTIFICATE On Russian Export Blend Crude Oil (REBCO) Corresponding to GOST TU 39-1623-93 1. 2. 3. 4. 5. 6. 7. Density API 0,870 at 30 degrees C.

Viscosity at 80 C, no more than -16,0 Flash Point (in locked cubicle), not higher than + 35 C Pressure of saturated pours under 38 C kilopascal/mm mercury column -7/50. Paraffins (contents in %) 6,0% Temperature of melting C - -49 Contents, Coking % Ash % % Sulphur 1,8 Nitrogen 0,25 Chamois-acid resins Asphatents 2,06 0,004

0,9 0,9

8. 9. 10.

11.

Leaving the fractions % o o before 200 C 21,0 o o before 350 C 50,0 o o Water and Sediments, not more than % - 1.2

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 14 22

Appendix 2 Schedule of the deliveries of the goods Monthly quantities plus/minus 10% to be balanced to the grand total of ..00,000 barrels over the first 12-month-period) Month Quantity Remarks

Grand total

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 15 22

Appendix 3 Price Confirmation (Basis of Payment) 1.The price FOB Primorsk or FOB Novorossiysk for Russian Export Crude Oil (REBCO) sold under the present contract, on conditions FOB port of loading a) Primorsk or b) Novorossiysk to be calculated as mean of the means for the period of three days, for the date of the Bill of Lading minus and plus one day, for REBCO published by Platts Crude Oil Marketwire under heading a)URALS (EX-BALTIC) or b) URALS (EX-NOVO) minus 000 (x) USD gross, x00(x)USD net for one barrel of net weight delivered FOB. 2. In case the date of the Bill of Lading coincidental with a day when the Platts Crude Oil Market- wire is not published, quotations of the next previous day applicable are valid. 3. The price formula rounded up to the third digit after the decimal point, as well as specified discount, is valid from the moment of signing the contract and remains unchanged during all contract period. 4. The calculation of the cost of petroleum is established on net weight, i.e. minus the content of water and mechanical impurities. 5. If the actual density of the Goods happens to be above or below base limits of density (32.0 - 37.0 degrees API at 60 degrees F.): Should the actual API gravity be above 37.0 degrees API, then the price is to be increased by 0.003 US Dollars per barrel for each tenth part of degree API that is above 37.0 degree API. Likewise, if the API gravity is blow 32.0 degrees, then the price is to be decreased by USD 0.003 per barrel for each one tenth that the API gravity is below 32.0 degrees.

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 16 22

Appendix 4 Payment 1).Payment for the goods sold under the present Contract is to be made in US Dollars by Documentary Letter of Credit (DLC) from a First Class European Bank, with nominal value covering one month quantity of deliveries, that is approximately 0,000,000.00 (twenty million) United States Dollars. 2).Payment for the Goods shall be made at the latest on the last of 5 (five) banking days after the date of presentation of documents at the counters of opening bank of the DL/C, in form of the direct payment in accordance with Sellers instructions against the following documents presented to Buyers under the DL/C: a) Sellers signed commercial invoices in 3 (three) original and 3 (three) copies; and evidencing full price calculation. b) Full set of 3/3 original Clean on Board Ocean /Marine Bills of Lading (B/L) issued to the order of Buyers Bank, marked freight payable as per Charter Party plus 3 non-negotiable copies. Each Original to be originally signed by Master or Vessels Agent. c) 1original and 3 copies of Certificate of Quality of the Goods issued by SGS or Saybolt; d)1original and 3 copies of Certificate of Quantity of the Goods issued by SGS or Saybolt; e)1original and 3 copies of Certificate of Origin of the Goods signed by Chamber of Commerce in country of origin. f) Vessel time sheet showing at least date of N.O.R. tendering at loading port and date of hoses disconnection showing demurrage if any. g) Cargo Manifest (original) h) Masters Receipt of one copy of all documents of the shipped goods (original) i) Masters Receipt (Original) confirming receipt of bottles containing Arbitration Quality Samples of Goods loaded by Vessel. k) Ullage Report

ers Bank in Engli 3) The documents should be presented to Buyers Bank in English language withinb Russ within 21 (twenty one) banking days after date of shipment of the Goods.

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 17 22

4)At signature of this contract Appendixes No. 1 to 8, including Proof of product documents (appendix No.4), all as per art.1.2. of this contract will have been attached. 5)The Issue of the Letter of Credit will be effected by Buyers Bank within 6 (six) banking days from the date of receipt by Buyers Bank of the Performance Bond issued in favour of the Buyer by Sellers Bank, covering 2 (two)% of the nominal value of the DL/C to be opened by the Buyer, the Performance bond thus being equal to USD 00,000.00 (United States Dollars .........................). Such performance bond will be opened by Sellers bank within 6 (six) banking days after date of signature of the present contract. 6) The parties have agreed that opening of the Performance Bond, presentation and verification of the Proof of Product, or presentation of shipping documents under the L/C will be at the counters of Buyers Bank. 7) All banking charges of the Buyer's Bank shall be for the Buyer's account and of the Seller's Bank shall be for the Seller's account.

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 18 22

APPENDIX NO.5 Text Format of Documentary Letter of Credit

(Final text to be agreed upon between Buyers and Sellers Banks) WE HEREBY ISSUE OUR DOCUMENTARY CREDIT NUMBER : LCIM BY ORDER AND FOR ACCOUNT OF :

IN FAVOUR OF AMOUNTING TO VALID UNTIL

: USD 0,000,000.00 (UNITED STATES DOLLARS MILLION) : .., 2007, AT OUR COUNTERS IN

AVAILABLE WITH US IN xxxxxxxxx BY DEFERRED PAYMENT AT SIGHT AFTER BILL OF LADING DATE (B/L DATE TO COUNT AS DAY ZERO) AGAINST PRESENTATION OF THE FOLLOWING DOCUMENTS ISSUED IN ONE ORIGINAL PLUS THREE COPIES, UNLESS OTHERWISE STATED : 1) SIGNED COMMERCIAL INVOICE, SHOWING B/L QUANTITY IN METRIC TONS, B/L DATE AND EVIDENCING FULL PRICE CALCULATION. 2) 3/3 ORIGINAL CLEAN ON BOARD OCEAN / MARINE BILLS OF LADING ISSUED OR ENDORSED TO THE ORDER OF .(OPENING BANK) MARKED 'FREIGHT PAYABLE AS PER CHARTER PARTY' PLUS 3 NON-NEGOTIABLE COPIES . EACH ORIGINAL TO BE ORIGINALLY SIGNED BY MASTER OR VESSEL'S AGENTS. 3) CERTIFICATE OF QUALITY ISSUED AT LOADING INSTALLATION 4) CERTIFICATE OF QUANTITY ISSUED AT LOADING INSTALLATION. 4) CERTIFICATE OF ORIGIN. 5) TIME SHEET AND/OR STATEMENT OF FACTS. 6) ULLAGE REPORT. 7) MASTER'S RECEIPT FOR DOCUMENTS. 8) MASTER'S RECEIPT FOR SAMPLES. 9) CARGO MANIFEST. COVERING: 1 MONTH QUANTITIES OF 00,000 MT (.. MILLION BARRELS ) METRIC TONS) OF REBCO (RUSSIAN EXPORT BLEND CRUDE OIL) CORRESPONDING TO GOST AS PER APPENDIX NO. 1 TO CONTRACT NO. . (COPY OF APPENDIX NO. 1

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 19 22

ATTACHED HERETO); TOTAL CONTRACT QUANTITY BEING OF ,000,000 BARRELS (xxxxx MILLION BARRELS) TO BE DELIVERED OVER A PERIOD OF 12 MONTHS UNTIL DECEMBER 2007. PRICE : AVERAGE OF MEAN QUOTATION FOR URALS PUBLISHED BY MACGRAW-HILL PLATTS CRUDE OIL MARKETWIRE UNDER HEADING a) URALS (EX-BALTIC) FOR DELIVERIES EX PORT OF PRIMORSK OR EX OTHER BALTIC SEA PORT, OR b)URALS EX-NOVO) FOR DELIVERIES EX PORT OF NOVOROSSIYSK OR OTHER BLACK SEA PORT, BY TAKING THE TOTAL AVERAGE OF THE PRICES OF THE THREE DAYS - ONE DAY BEFORE DATE OF B/L, DAY OF B/L AND ONE DAY AFTER B/L LESS A DISCOUNT OF USD,00 ( USD) GROSS PER BARREL, ONE BARREL..

SPECIAL CONDITIONS : --------------------------------A) PARTIAL SHIPMENTS ARE ALLOWED. TRANSHIPMENT PROHIBITED. MINIMUM SHIPMENT PER VESSEL ..0.000 BARRELS (THOUSAND FIFTY BARRELS) +/- 5% (PLUS/MINUS FIVE PERCENT). B) IF UTILZED; ALL BANKING CHARGES AND COMMISSIONS OF OPENING BANK ARE FOR BUYERS ACCOUNT, ALL OTHER CHARGES ARE FOR BENEFICIARIES' ACCOUNT, EVEN UTILIZED OR NOT. C) DOCUMENTS PRESENTED LATER THAN 21 DAYS AFTER BILL OF LADING DATE BUT STILL WITHIN THIS CREDIT VALIDITY ARE ACCEPTABLE. D) CHARTER PARTY BILLS OF LADINGS ACCEPTABLE. E) IF PAYMENT DUE DATE FALLS ON A SATURDAY OR A BANK HOLIDAY IN NEW YORK OTHER THAN MONDAY, THEN PAYMENT TO BE MADE THE PREVIOUS BANK WORKING DAY. IF PAYMENT DUE DATE FALLS ON A SUNDAY OR A MONDAY BANK HOLIDAY IN NEW YORK, PAYMENT SHALL BE MADE THE FOLLOWING BANK WORKING DAY. F) L/C AMOUNT TO AUTOMATICALLY FLUCTUATE UP OR DOWN IN ORDER TO COVER VALUE OF THE TWO-MONTHLY QUANTITY CALCULATED AS PER ABOVE PRICE CLAUSE, WITHOUT FURTHER AMENDMENT ON OUR PART. G) PHOTOCOPIES AS COPIES ARE ACCEPTABLE H) SHIPPING DOCUMENTS BEARING THE DATE EARLIER THAN THE L/C DATE ARE ACCEPTABLE.

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 20 22

APPENDIX NO. 6 DRAFT OF PERFORMANCE BOND GUARANTEE

Date: From: To: (The Sellers Bank name and address) (The Buyers Bank name and address) As follows: ______________, 2007

We hereby issue our operative Performance Bond Guarantee No. Applicant: Beneficiary: Dear Sirs,

We have been informed that Messrs. (Seller Company Name) has entered into the Contract No dated ______________, with your client, Messrs...for the supply of xxxxxxxxxxxxxmetric tons per month of xxxxxxxxxxxxxxxxxx as per ANNEX A on FOB basis (XXXXXXXX)according to INCOTERMS-2000 and understand that according to the conditions of the said Contract , a Performance Guarantee is required amounting to 2% of the value of the total Monthly contract. At the request of the principal, we _____(Sellers Bank)_____ Irrevocably guarantee with full Banking responsibility to pay you on first demand, irrespective of the validity and the effects of the above mentioned Contract and waiving all right of objection and defense arising there from, in favor of in account #___________ with the ___(BUYER Bank name & address)___ any amount up to but not exceeding in aggregate $ -------------(------------------------) United States Dollars, covering the monthly Commodity of x00,000 metric tons xxxxxxxxxxxxxxxxxxxxxxxxxxx as per ANNEX A upon receipt of your duly signed request for payment stating that Messrs (Seller Company Name) have failed to fulfill their contractual obligations. The total amount of this indemnity will be reduced by any payment effected hereunder. For the purpose of identification, your request for payment in writing has to be presented to us through the intermediary of a first rate bank confirming that the signatures thereon are legally binding upon you. Your claim is also acceptable if transmitted to us in full by duly encoded telex/cable through a first rate bank confirming what your original claim has been sent to us by registered mail and that the signatures thereon are legally binding upon you. Your claim will be considered as having been made once we are in possession of your written request for payment or the telex or the cable to this effect at our above address. Our indemnity is valid until ____________________ (in words) ___________ and expires in full and automatically if your claim has not been made on or before that date, regardless of such date being a banking day or not. This Guarantee is an operative instrument valid for 12 months, and can be extended upon the applicant's instruction. Upon expiry this guarantee will become null and void and of no consequence whether returned to us or not. This indemnity is subject to the Uniform Rules for Demand Guarantees, ICC Publication No. 458, and governed by German Law; Place of jurisdiction is Berlin, Germany. Signed: Bank officer (1) Name Title Bank officer (2) Name Title

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 21 22 Bank stamp & Seal

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 22 22

APPENDIX No.: 7 NON-CIRCUMVENTION & NON-DISCLOSURE WORKING AGREEMENT

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 23 22

APPENDIX No.: 8 DEFINITIONS

WHEREAS the parties mutually accept to refer to the General Terms and Definitions, as set out by the INCOTERMS Edition 2000 with latest amendments, having the following terminology fully understood and accepted: US BARREL Metric Ton : Is the unit of volume measured at temperature of 60 degrees Fahrenheit and equal to 42 US Gallon : A measure of weight equivalent to one thousand mass (1.000 kg) or one thousand one hundred liters volume (1,180 liters) kilogram and eighty

Commodity

: Is referred to as being REBCO Russian Export Blend Crude Oil Specifications, as per ANNEX A, elsewhere in this agreement also refer to as "Product" which Specifications are detailed in the ANNEXA, which is an integral part of the agreement. : FEDERATION OF RUSSIA : Means a calendar day, unless differently specified. : Means a Gregorian calendar month. : Period of three (3) consecutive months commencing on the 1st January, 1st April, 1st July or 1st October. : American Society for Testing and Materials is the institute internationally recognized that approves all Standards, Tests and procedures used in the Oil Industry and to be referred in this agreement to the latest revised edition with amendments in force to date. : The quantity and quality of the product ascertained by the International Independent Laboratory at the loading port, according to the ASTM procedures, on completion of the loading operations. The so determined out-turn quantity and quality is the basis on which the amount will be computed for the payment of the product effectively delivered to the Buyer. : Is the official document, issued at the load port after completion of the loading operations, stating the ship's loaded quantity expressed in Cubic Meters (Cub. Meters) and/or Metric Tons (MT) expressed as per the above definitions. This document has to be signed in original by the ship's Master and made out in accordance without the instruction hereinafter specified in this agreement.

Origin Day Month Calendar Quarter ASTM

Out-turn

Bill of Lading

For the Seller _________________

For the Buyer_________________

. REBCO

dated ..,2007 . 24 22

Delivery Date

: The date mutually accepted by both SELLER and BUYER as the date on which the goods under this contract, is the bill of loading for goods loaded on FOB terms at Ex Baltic or Ex Novo. : PLATTS Mc Graw Hill, London is the internationally recognized and accepted organization, which publishes # PLATTS Crude Oil Marketwire under heading a)URALS (EX-BALTIC) or b) URALS (EX-NOVO) : Means that (a) Platts fails to announce or publish information necessary for determining the price index; (b) the failure of trading to commence or permanent discontinuation or material suspension of trading in the relevant commodity or market acting as the price index; (c) the temporary or permanent or discontinuance or unavailability of the price index; (d) the temporary or permanent closing of any exchange acting as the price index; or (e) a material change in the formula for or the method of determining the price index.

PLATTS

Market Disruption

International Independent : SGS-Societe Generale de Surveillance or SAYBOLT

For the Seller _________________

For the Buyer_________________