Exhibit 1.3  APPROVEDby Annual General
  Shareholders Meetingof OJSC Rostelecom held
  on June 16, 2007Minutes No. 1
  dated June 29, 2007   REGULATIONS  ON THE
BOARD OF DIRECTORS OF
THE OPEN JOINT STOCK COMPANY
LONG-DISTANCE AND INTERNATIONAL TELECOMMUNICATIONS ROSTELECOM  (restated version No. 6)   Moscow 2007


1.General Provisions  1.1.These Regulations on the Board of
Directors (hereinafter, Regulations) shall, in accordance with the Civil Code
of the Russian Federation, the Law On Joint-Stock Companies and the Charter
of the Company, govern the procedure for convocation and holding of meetings of
the Board of Directors, the amount and procedure for payment of remuneration
and compensation to members of the Board of Directors of the Company.  1.2.The Board of Directors is the collegial
governing body of the Company which carries out general management activities
except for the issues relegated by the Federal Law On Joint Stock Companies
to the General Shareholders Meeting of the Company.  2.Purposes and Principles of Operation of
the Board of Directors  2.1.The purposes of the Board of Directors
activities shall be the procurement of maximum profits and increase of assets
of the Company, protection of rights and legitimate interests of the
shareholders and provision of complete, accurate and objective public
information about the Company.  2.2.In order to accomplish its purposes the
Board of Directors shall adhere to the following principles:  make decisions on the basis of reliable information
about the Companys activities; exclude restrictions on rights of the shareholders to
participate in the management of the Companys activities and to receive
dividends and information on the Company; procure the balance between interests of different
groups of shareholders and make decisions of Board of Directors in an objective
manner for the benefit of all shareholders of the Company.  2.3.Any irremovable ambiguity of rules,
stipulated in legislation and internal documents shall be interpreted by the
Board of Directors in favor of rights and legitimate interests of the
shareholders.  3.Rights and Duties of a Member of the
Board of Directors; Proceedings for Their Execution  3.1.A member of the Board of Directors shall
have the right:  to request from the officers of the Company any
information and documents on the Companys activities specified in Article 89
of the Law On Joint Stock Companies in accordance with the procedure
stipulated by these Regulations;  to receive compensation of expenses related to their
performance of functions related to the performance of functions of a member of
the Companys Board of Directors according to the procedure specified in this
Regulations, provided that they are not prohibited from commercial
participation in the managing body of a commercial organization pursuant to the
current legislation of the Russian Federation; to receive remuneration for
performance of his or her duties of a member of the Companys Board of
Directors as stipulated for herein or to perform functions of a member of the
Companys Board of Directors free of charge;  to demand his or her dissenting opinion on issues on
the agenda and approved decisions to be recorded in the minutes of the meeting
(absentee voting) of the Board of Directors.  3.2.A member of the Board of Directors shall:  2


be loyal to the Company, i.e., refrain from using his
or her position in the Company for the benefit of other persons;  act within the scope of his or her authorities in
accordance with the purposes and principles of operation of the Board of
Directors;  act reasonably and in good faith with respect to the
Companys affairs;  not disclose non-public and confidential information
(as stipulated by the applicable legislation and internal documents) on the
activities of the Company became known to him or her as fulfilling his or her
duties as a member of the Board of Directors;  initiate meetings or absentee voting by the Board of
Directors in order to decide urgent matters;  participate in the decision-making of the Board of
Directors by voting on issues on the agenda of meetings or by absentee voting;  make reasonable decisions having reviewed all
necessary information (materials);  evaluate risks and adverse consequences in the course
of decision-making;  notify the Company in time that he or she is
affiliated or that there are changes in the grounds for his or her affiliation;  notify the Board of Directors of proposed transactions
in which he/she may be deemed interested;  notify in writing the Corporate Secretary about (i) possession
of securities of the Company, (ii) intentions to conduct deals with
securities of the Company and its affiliates, and (iii) executed
transactions with such securities  in an order set by applicable internal
document, approved by the Board of Directors; and  not establish or participate in organizations
competing with the Company except where this has been permitted by a majority
of the independent directors of the Board of Directors or by the shareholders
holding a majority of the ordinary shares in the Company;  to inform the Company in writing about prohibition set
or lifted for his or her commercial participation in the managing body of a
commercial organization pursuant to the current legislation of the Russian
Federation;  to inform the Company in writing if he or she intends
to perform their functions as a member of the Board of Directors free of
charge.  3.3.The activities of a member of the Board
of Directors shall be continuous and shall not be limited to participation in
decision-making of the Board of Directors.  3.4.The Company shall, at the writtenrequest of a member of the Board of Directors,
provide him or her with personal access to the information and documents
stipulated in Section 3.1 hereof.  The requested information and documents shall be provided in person to
a member of the Board of Directors for review within five businessdays
from the moment when such request was made or within another period agreed upon
with the member of the Board of Directors who had made such request.  The Company shall, at the request of a member of the Board of
Directors, provide him or her with copies of the requested documents.  3


4.Chairman of the Board of Directors  4.1.The Chairman of the Board of Directors
shall be elected by and from among the members of the Board of Directors by a
majority of votes of the members of the Board of Directors participating in the
first meeting following their election by the General Shareholders Meeting of
the Company.  4.2.The person performing the functions of
the individual executive body of the Company may not at the same time be the
Chairman of the Board of Directors.  4.3.The Board of Directors may re-elect the
Chairman of the Board of Directors at any time.  4.4.The members of the Board of Directors
shall have the right to elect a Deputy Chairman. In the absence of the Chairman
of the Board of Directors of the Company, all of his or her functions
(including the right to sign documents) shall be performed by the Deputy
Chairman and, in the absence of the latter, by one of the members of the Board
of Directors authorized by a decision of the Board of Directors of the Company
made by the majority of votes of its members participating in the meeting.  4.5.The Chairman of the Board of Directors
shall organize the work of the Board of Directors, convene and chair its
meetings, organize absentee voting and keeping of minutes at the meetings of
the Board of Directors.  4.6.The Chairman of the Board of Directors
may not delegate his or her functions to another person.  5.Secretary of the Board of Directors  5.1.The working efficiency of the Board of
Directors is assured by the Corporate Secretary. The duties of the Corporate
Secretary are stipulated by the Regulations on the Corporate Secretary and the
Corporate Secretarys Department.  5.2.For the period of absence of the Corporate
Secretary his/her duties shall be performed by other person designated for this
period by the Board of Directors. In the case when such decision has not been
taken by the Board of Directors the duties of the Corporate Secretary are
performed by the Acting Corporate Secretary designated by the Companys order.  5.3.The Corporate Secretary shall have the
right:  to request from the Companys officers information and
documents required for the preparation of materials regarding the agenda issues
of meetings of the Board of Directors; to receive remuneration for the performance of his or
her duties and compensation for expenses related to the performance of
functions of the Secretary of the Board of Directors and its committees.  5.4.The
Corporate Secretary shall:  keep and draw up minutes of meetings and absentee
voting of the Board of Directors;  record and keep incoming documentation and copies of
outgoing documentation of the Board of Directors;  notify members of the Board of Directors about meetings
(absentee voting) of the Board of Directors in the manner and within the time
stipulated herein;  send out the materials necessary for consideration of
the agenda issues of meetings (absentee voting) of the Board of Directors to
the members of the Board of Directors in the manner and within the term
stipulated herein;  4


make and sign extracts from minutes of meetings and
absentee voting of the Board of Directors; and  perform other functions as provided herein.  5.5.The Corporate Secretary shall be
quarterly remunerated for the performance of his or her functions and
compensated for expenses related to the performance of these functions as
stipulated for herein and in the Regulations on the Corporate Secretary and
Corporate Secretary Department.  The amount of remuneration and compensation payable to the Corporate
Secretary, the procedure, sources and order for their calculation shall be
determined by a decision of the Board of Directors and by the Regulations on
the Corporate Secretary and the Corporate Secretarys Department.  6.Meeting of the Board of Directors  6.1.A decision of the Board of Directors may
be taken in the form of joint presence (including video- or audio- conference
call) or by absentee voting.  6.2.The meetings of the Board of Directors
shall be held regularly in accordance with the work schedule approved by the
meeting of the Board of Directors, but not less than one time every three
months. If so required, the Board of Directors shall consider issues that are
not included in the work schedule.  Meeting of the Board of Directors to be held with respect to
preparation to and holding of the annual General Shareholders Meeting shall be
held not later than one (1) month upon the occurrence of the time for
submission of annual accounting statements in order to consider draft annual
reports, the annual balance sheet including profit and loss statement of the
Company, distribution of its profit and loss based on the results of the fiscal
year, and the report of the external auditor of the Company.  6.3.A meeting (absentee voting) of the Board
of Directors shall be convened (initiated) by the Chairman of the Board of
Directors on his or her own initiative, at the request of a member of the Board
of Directors, the Audit Committee, the external auditor of the Company or the
individual executive body or collegial executive management body of the Company
or at the request of a shareholder (shareholders) holding in aggregate not less
than two (2) percent of the Companys voting shares.  The agenda of the meeting to be convened shall be determined by the
Chairman of the Board of Directors subject to the approved work plan of the
Board of Directors and received requests of the persons listed in the first
paragraph of this Clause. The form of the meeting to be convened (a meeting or
an absentee voting) shall be determined by the Chairman of the Board of
Directors.  6.4.The request to convene a meeting
(absentee voting) of the Board of Directors shall contain the following
information:  name of the person initiating the meeting or the name
of the body or the legal entity making the request;  if the request for convocation of a meeting is
submitted by a shareholder, it shall include the number and category (type) of
his or her shares;  the form of decision-making (by joint presence or by
absentee voting);  the date of the meeting or, in the event of absentee
voting, the final date for collecting of written opinions of the members of the
Board of Directors on the agenda issues;  5


agenda of the meeting (of absentee voting);  draft resolutions on the agenda issues;  information (materials) to be furnished to the members
of the Board of Directors for the meeting (absentee voting);  if the proposals on behalf of a shareholder are signed
by his or her authorized representative, the proposal of agenda issues shall be
accompanied by a notarized copy of the power of attorney or other evidence of
the powers of the representative (minutes of election as a person entitled to
represent a shareholder which is a legal entity without a power of attorney).  In addition, the request to convene a meeting (absentee voting) of the
Board of Directors may contain the following information:  time and venue of the meeting (in case of a meeting); other information at the discretion of the party
initiating the convening of the meeting (absentee voting).  6.5.The Chairman of the Board of Directors
may not refuse to convene a meeting (initiate absentee voting) except for the
cases, where:  the request to convene a meeting (absentee voting)
does not comply with the Companys Charter or these Regulations;  the initiating person has no right to request the convocation
of a meeting (absentee voting) of the Board of Directors.  6.6.The Chairman of the Board of Directors
shall consider a submitted request for the convocation of a meeting (initiation
of absentee voting) of the Board of Directors and send to the initiating person
notification of the decision not later than three (3) business days from
the date when the decision was made.  In the event the Chairman of the Board of Directors satisfies the
request for the convocation of a meeting (absentee voting) the Chairman of the
Board of Directors shall have the right to change the form of the
decision-making by the Board of Directors and add to the agenda of the meeting
(absentee voting).  6.7.Meetings of the Board of Directors may
not consider issues not specified in the notification of the meeting of the
Board of Directors unless it is decided unanimously by all of the members of
the Board of Directors present at the meeting but subject to quorum. The
Corporate Secretary shall allow the directors not present on the meeting to
vote on introduced issues in writing, or by any other means, including mail,
e-mail, or any other communications.  6.8.Notification of the convocation of the
meeting of the Board of Directors shall be signed by the Chairmen of the Board
of Directors and delivered to each member of the Board of Directors together
with the necessary materials not less than fourteen (14) business days prior to
the date of the meeting (absentee voting) by mail, e-mail or any other
communications.  If it is required to hold a meeting of the Board of Directors on a
tighter schedule in accordance with applicable legislation, the term for
delivering the notification with necessary materials shall be reduced.  Such term may also be reduced if it is required to decide urgently on
any issues provided that none of the members of the Board of Directors objects.  6


Notification period about a meeting in accordance with the first
paragraph of Clause 6.8 hereof may not be reduced if the agenda includes an
issue related to the Companys budget (including its approval, adjustment and
results of its performance).  The first (organizational) meeting of the Board of Directors shall be
held without prior notification on the date of the General Shareholders Meeting
which has elected the Board of Directors (provided that the decision on
election of the Board of Directors and the voting results thereon were
announced at the General Shareholders Meeting at which the voting took place).  Notification of a meeting shall be sent to the members of the Board of
Directors in writing or in any other form convenient to them (including mail,
e-mail or other types of communication).  Notification of a meeting shall specify the address to which the members
of the Board of Directors may send their written opinions.  Should it become impossible or predicament to hold a meeting of the
Board of Directors at the venue or time notified to the members of the Board of
Directors, the meeting under the planned agenda may be held at another location
or at another time.  All the members of the Board of Directors shall be notified
sufficiently in advance of a change of either location or time of the meeting
of the Board of Directors so the members of the Board of Directors are able to
arrive to the meeting. Notification of such changes shall be sent to the
members of the Board of Directors in any form guaranteeing receipt of such
notification by a member of the Board of Directors at his or her residential
mailing address.  On the initiative of the bodies and persons entitled to demand to
convene the meeting of the Board of Directors, the agenda of the meeting of the
Board of Directors convened by the Chairman may include additional issues,
provided that there are no objections from any of the Directors. Proposal to
include additional issues into the agenda of a convened meeting shall be made
in writing and include wording of such an issue and information stipulated in
Clause 6.4 hereof.  The bodies and the persons that initiated convention of the meeting
(inclusion of an issue into the agenda) may revoke their proposal at any time
before summarizing the voting results on such an issue.  6.9.In the course of making decisions by the
Board of Directors the members of the Board of Directors who are present at the
meeting shall express their opinion on the agenda issues by voting.  6.10.If a member of the Board of Directors cannot attend a meeting in person
and if a meeting is held by absentee voting, the member of the Board of
Directors shall express his or her opinion on the issues on the agenda in
writing.  If the written opinion of a member of the Board of Directors contains
his or her vote on all or a number of issues on the agenda, it shall be counted
in determining the quorum and the voting results.  A written opinion shall be submitted by a member of the Board of
Directors prior to the meeting of the Board of Directors or, if the meeting is
held in the form of absentee voting, by the final date for the collection of
written opinions from members of the Board of Directors.  6.11.The Chairman shall announce the written opinion of a member of the
Board of Directors who is absent from the meeting prior to the commencement of
voting on an agenda issue with respect to which such opinion is submitted.  7


In the event of absentee voting the Corporate Secretary shall, on the
basis of the written opinions received from the members of the Board of
Directors in the form of signatures affixed to questionnaires or other written
evidence of expression of will of the members of the Board of Directors
(including those presented by mail, fax, e-mail), draw up the minutes of the
absentee voting within three (3) days of the final date for collecting
written opinions from the members of the Board of Directors.  If the received written opinion contains a proposal of a draft
resolution materially different from that proposed for voting initially, the
Corporate Secretary shall, prior to the drawing up of the minutes, bring such
opinion to the attention of the other members of the Board of Directors and
suggest that they express their opinion by voting in writing (including mail,
fax, email communications).  6.12.When the Board of Directors considers the issues each member of the
Board of Directors shall have one vote.  A member of the Board of Directors may not delegate his or her voting
right to another person, including another member of the Board of Directors.  In the event of a tie vote the Chairman of the Board of Directors shall
have the deciding vote.  6.13.The Corporate Secretary shall keep the minutes of the meetings of the
Board of Directors.  The minutes of a meeting (absentee voting) of the Board of Directors
shall be drawn up within three (3) days of the date of the meeting (final
day for the collecting of written opinions in the event of absentee voting).  The minutes of a meeting (absentee voting) shall specify:  venue, date and time or, in the event of absentee
voting, the place where the minutes are drawn up and the final date for
collecting of written opinions of the members of the Board of Directors;  persons who were present at the meeting (in case of
meeting);  persons who have submitted written opinions on agenda
issues;  agenda of the meeting;  issues put to a vote and the voting results thereof;
and  taken decisions.  The minutes of a meeting of the Board of Directors shall be signed by
the Chairman of the meeting and by the Corporate Secretary.  In case of absentee voting, the minutes of the meeting of the Board of
Directors shall be signed by the Chairman of the Board of Directors and the
Corporate Secretary.  If the written opinions received from members of the Board of Directors
are taken into account in determining the quorum and the voting results, such
written opinions shall be attached to the minutes.  6.14.The Company shall keep the minutes of meetings (absentee voting) of the
Board of Directors at the location of its executive body in accordance with the
procedure and during the periods determined by the federal executive body for
the securities market. If such period is not determined, the Company shall keep
the minutes of the meetings (absentee voting) of the Board of Directors
permanently.  The Company shall provide the members of the Board of Directors, the
Audit Committee, the external auditor of the Company and in accordance with
stipulated by applicable  8


legislation the shareholders of the Company with access to minutes of
the meetings of the Board of Directors.  6.15.In the event where a decision is made in accordance with the Charter of
the Company by a three-quarters majority or unanimously by all members of the
Board of Directors without taking into account the votes of dismissed members
of the Board of Directors, persons indicated in the Charter of the Company
shall be deemed as dismissed members of the Board of Directors.  7.Remuneration of Members of the Board of
Directors and Compensation for Expenses Related to the Performance of Their
Functions  7.1.For the period of performance by the
members of the Board of Directors of their duties, the Company shall remunerate
them and compensate costs connected with the performance by members of the Board
of Directors of their functions.  7.2.The remuneration of the members consists
of quarterly and annual payments.  7.3.The quarterly payment to the every member
of the Board of Directors shall be equal 980,000 rubles. The Chairman of the
Board of Directors shall receive quarterly payment with a coefficient 1.3.  7.3.1.The quarterly payment of the member of Board of Directors may be
reduced by:  30%, in the case of absence on less then half (50%
inclusive) of the Board of Directors meetings and absentee meetings held;  100%, in the case of absence on more then half of the
Board of Directors meetings and absentee meetings held.  7.3.2.If during the quarter there were changes in the composition of the
Board of Directors and/or changes in performance of functions by a member of
the Board of Directors (commercial/free of charge) the remuneration shall
accrue and be paid in proportion to the period of time during which the member
of the Board of Directors performed their functions on a commercial basis.  7.4.The annual payment to all the members of
the Board of Directors The annual payment to the members of the Board of
Directors shall be determined by the decision of the General Shareholders
Meeting as a percent of OIBDA calculated in accordance with Russian accounting
legislation for the next reporting financial year that may not exceed 0.26% and
shall be used for determining the amounts of remunerations of the persons
performing functions of the members of the Board of Directors from the moment
of the General Shareholders Meeting on the results of the financial year until
the next annual General Shareholders Meeting.  The annual remuneration of each member of the Board of Directors shall
be determined as a value calculated in accordance with the first paragraph of
this Clause and divided by the number of persons elected to the Board of
Directors with the Chairman receiving payment with a coefficient 1.3. The
annual remuneration to the member of the Board of Directors may be reduced by
50% in the case of absence on more then half of the Board of Directors meetings
held.  If during the period from the moment of election of the Board of
Directors by the annual General Shareholders Meeting until the next annual
General Shareholders Meeting there were changes in the composition of the
Board of Directors and/or changes in performance of functions by a member of
the Board of Directors (commercial/free of charge) the remuneration shall
accrue and be paid in proportion  9


to the period of time during which the member of the Board of Directors
performed their functions on a commercial basis.  7.5.The annual remuneration to the member of
the Board of Directors shall be paid not later then 3 months after its approval
by the General Shareholders Meeting.  7.6.The member of the Board of Directors who
also serves as a member of the Audit Committee shall receive quarterly extra
payment equal to 150,000 rubles for their performance of functions as a member
of the Audit Committee. The Chairman of the Audit Committee shall receive extra
payment with a coefficient 1.2.  The member of the Board of Directors who serves as a member of the
other committees of the Board of Directors shall receive quarterly extra
payment equal to 80,000 rubles. The Chairman of the committee shall receive
extra payment with the coefficient 1.2.  7.7.Members of the Board of Directors who are
state officials shall perform their duties on non-paid basis.  7.8.Members of the Board of Directors may not
receive remuneration or compensation for expenses for the performance of their
duties in any kind or manner for making decisions by the Board of Directors or
other bodies of the Company, or also for the exercise of their rights and
performance of their duties as members of the Board of Directors, other than
remuneration and compensation for expenses received in accordance with these
Regulations or by the decision of the General Shareholders Meeting.  8.Proceedings for Approval and Introduction
of Amendments and Additions to the Regulations  8.1.These Regulations shall be approved by
the General Shareholders Meeting by a majority of votes of the shareholders
holding the voting shares of the Company and participating in the meeting.  8.2.The Regulations may be amended by the
General Shareholders Meeting by a majority of votes of the shareholders holding
the voting shares of the Company and participating in the meeting.  8.3.If, as a result of a change in the
legislation of the Russian Federation or the Charter of the Company, certain
provisions of these Regulations will not be in compliance with such changes,
such provisions shall cease to be in force and before amendments to these
Regulations are made the members of the Board of Directors shall act in accordance
with effective legal acts of the Russian Federation and the Companys Charter.  10