Pieno Žvaigždės, AB Confirmation of the Management

2008 08 29 Vilnius

Financial statements and the Report for the 6 months 2008

We, Aleksandr Smagin, Chief Executive Officer and Audrius Statulevičius, Chief Financial Officer, hereby confirm that, to the best of our knowledge, Interim Report for the six months of 2008 includes a fair review of the development and performance of the business.

We, Aleksandr Smagin, Chief Executive Officer and Audrius Statulevičius, Chief Financial Officer, hereby confirm that, to the best of our knowledge, Interim Financial Statements of the six months of 2008 prepared in accordance with IFRS, give true and fair view of the assets, liabilities, financial position and profit or loss of AB "Pieno žvaigždės".

CEO

Pieno Žvaigždės, AB Aleksandr Smagin

CFO

Pieno Žvaigždės, AB Audrius Statulevičius

PIENO ŽVAIGŽDĖS, AB

FINANCIAL STATEMENTS

And

REPORT

For the 6 months 2008

VILNIUS, AUGUST 2008

1. Accounting Period for which the present Report has been Prepared3
2. Key Data on the Issuer 3
3. Type of the Issuer's main activities 3
4. The Issuer's authorized capital3
5. Agreements with intermediaries of public trading in securities3
6. Shareholders3
7. Securities admitted to the trading lists of the stock exchanges4
8. Staff 5
9. Change of the issuer's Articles of Association5
10. Management:5
11. Additional notes about financial statements 6
12. Information on the major related parties' transactions 6
13. Significant up-to-date developments in the issuer's performance6
14. Future plans9
15. FINANCIAL STATEMENTS 10
15.1. Balance sheet10
15.2. Income statement11
15.3. Cash flows statement12
15.4. Statement on changes in equity13
15.5. Notes to the financial statements14

1. Accounting Period for which the present Report has been Prepared

The present Report has been prepared for the 6 months 2008.

2. Key Data on the Issuer

Company name	Public Limited Liability Company "Pieno žvaigždės"
Registration date and time	The company was reregistered on 23 December 1998
Company code	1246 65536
VAT payer code	LT 246655314
Authorized capital	54 205 031 Litas, divided into 54 205 031 one litas nominal value shares.
Address	Laisvės ave. 125, LT-06120 Vilnius, Lithuania
Telephone	(+370 5) 246 14 14
Fax	(+370 5) 246 14 15
E-mail	[email protected]
Internet website	www.pienozvaigzdes.lt

3. Type of the Issuer's main activities

The Company's main activity is manufacturing of Milk products.

4. The Issuer's authorized capital

The authorized capital registered in the Register Centre is 54 205 031 LTL. The authorized capital divided into 54 205 031 ordinary shares (nominal value 1 LTL). All ordinary registered shares of AB Pieno Zvaigzdes are fully paid up.

5. Agreements with intermediaries of public trading in securities

The company has signed agreements with the financial brokerage company AB Finasta (Konstitucijos Ave. 23, Vilnius, tel. (+370~5) 278 6833, fax (+370~5) 278 6838) concerning management of securities accounting.

6. Shareholders

The Company had 4.259 shareholders.

The shareholders holding by the right of ownership or in trust more than 5 per cent of the Company's authorized capital:

Names of shareholders	Number shares, units	Share of the capital %	Share of votes %	Share of votes with related persons %
SKANDINAVISKA ENSKILDA BANKEN CLIENTS,
kodas 50203290810, SERGELS TORG 2, 10640
STOCKHOLM, SWEDEN	9.550.514	17,62	17,88	-

UAB "Agrolitas Imeks Lesma" Laisvės pr.125, Vilnius, įm.k. 6.291.233 11,61 11,78 -

SWEDFUND INTERNATIONAL Sveavagen 24-26,
Box 3286, SE-103 65 Stockholm, Sweden	4.700.000	8,67	8,8	-
ŽŪKB "Smilgelė" J.Tumo Vaižganto 8/27-3. Vilnius,
įm.k.	4.147.441	7,65	7,7	-
Kvaraciejienė Regina	2.267.535	4,18	4,24	31,87
Kvaraciejus Julius	6.655.334	12,27	12,46	31,87
Jankauskas Virginijus	1.140.431	2,1	2,13	31,87
Klovas Voldemaras	2.170.248	4	4,06	31,87
Klovienė Danutė	1.091.691	2,01	2,04	31,87
Mileiko Kristina	323.285	0,6	0,6	31,87
Paura Valentinas	82.431	0,15	0,15	31,87
Paurienė Ligita	66.463	0,12	0,12	31,87
Rakštienė Laima	672.319	1,24	1,26	31,87
Smagin Aleksandr	2.547.123	4,7	4,77	31,87

7. Securities admitted to the trading lists of the stock exchanges

7.1. The ordinary registered shares of AB Pieno Zvaigzdes were admitted to the Official List of the Vilnius Stock Exchange (hereinafter – the VSE). Type of shares – Ordinary registered shares; Number of shares – 54 205 031; Total nominal value – 54 205 031 Lt; ISIN code – LT0000111676;

7.2. AB Pieno Zvaigzdes bonds issue of total nominal value 20.000.000 litas are included in the VSE list of debt securities. Main characteristics of the debt securities issued for public trading:

Type of debt securities	Coupon bonds
Number of bonds	200 000
Total nominal value of the issue	20 000 000 Litas
Nominal value per bond	100 (one hundred) Litas
Annul interest rate	4,96%
Issued at	October 2, 2006
Duration	1096 days
Coupon payments	2007 10 02, 2008 10 02, 2009 10 02
Redemption date	October 2, 2009
Redemption price (per bond)	100 (one hundred) Litas
Issue currency	Lithuanian Litas
Risk	Issuer's risk
Type of the distribution	Public distribution
Public trading	VSE list of the debt securities

7.3. The company has bought 807 511 own shares.

8. Staff

	2007 12 31	2008 06 30
Average number of employees	2.706	2.776
With university education	376	400
With further education	964	963
With secondary education	1.116	1.173
With not completed secondary education	250	240

		Average payroll, litas
	2007 12 31	2008 06 30
Managers	6.350	7.379
Specialists	2.150	3.037
Workers	1.570	2.090

9. Change of the issuer's Articles of Association

Pursuing the Articles of Association of the Company, the Articles may be exclusively changed by the general meeting of shareholders, according to the Law of the Republic of Lithuania.

10. Management:

The managing bodies of the company are as follows: General shareholders' meeting, the Management Board and the Chief Executive Officer.

The Management Board is a collegial management body comprised of 10 (ten) members. The Board members are elected for the 4 years period.

The competence and procedure of announcement of the shareholders' meeting complies with the competence and procedure of announcement of the shareholders' meeting established by the Law on Joint Stock Companies.

There are no changes during accounting period in the management board and administration of the Company.

Management Board Name, surname	Official duties	Number shares, units	Share of the capital %	From	Until
Julius Kvaraciejus	Chairman	6.655.334	12,27	2004 11 29	2008 11 29
Virginijus Jankauskas	Member	1 140 431	2,10	2004 11 29	2008 11 29
Klovas Voldemaras	Member	2 170 248	4,00	2004 11 29	2008 11 29
Aleksandr Smagin	Member	2 547 123	4,70	2004 11 29	2008 11 29
Valentinas Paura	Member	82 431	0,15	2004 11 29	2008 11 29
Kristina Mileiko	Member	323 285	0,60	2004 11 29	2008 11 29

Regina Kvaraciejienė	Member	2 267 535	4,18	2004 11 29	2008 11 29
Kjell Lennart Carlsson	Member	-	-	2004 11 29	2008 11 29
Hans Mideus	Member	-	-	2004 11 29	2008 11 29
Paul Bergqvist	Member	-	-	2005 12 08	2008 11 29
Administration Name, surname		Official duties	Number shares, units		Share of the capital %
Aleksandr Smagin		CEO	2 547 123		4,70
Audrius Statulevičius		CFO	-		-

11. Additional notes about financial statements

The financial statements prepared according to the IFRS. Financial statements for the 6 months 2008 are not audited.

12. Information on the major related parties' transactions

No significant or unrepresentative agreements or transactions were concluded between related parties in the first 6 months of 2008.

13. Significant up-to-date developments in the issuer's performance

30.07.2008 Pieno Zvaigzdes AB, updated forecast for the entire year 2008

With respect to financial results reported for the 6 months of 2008, Pieno Zvaigzdes AB is giving a new forecast for the entire year 2008 as follows:

Sales by the year end 2008 are expected the same level, at LTL 700 million (EUR 202.7 million).

Net profitability margin expected at 2.0%, by 1.0% lower compared to initially budgeted 3.0%.

30.07.2008 Pieno zvaigzdes AB, none audited financial results for the 6 months 2008

Revenues for the 6 months 2008 reached 333.3 million LTL (96.5 million EUR) and have increased by 7.6% compared to the revenues of 309.7 million LTL (89.7 million EUR) a year ago.

EBITDA for the 6 months 2008 reached 15.9 million LTL (4.6 million EUR) and have decreased by 53% compared to 33.6 million LTL (9.7 million EUR) a year ago.

Net loss for the 6 months 2008 was 10.3 million LTL (3.0 million EUR) compared to net profit of 9.4 million LTL (2.7 million EUR) a year ago.

24.04.2008 Pieno Zvaigzdes AB, updated forecast for the entire year 2008

With respect to financial results reported in 1 quarter 2008 Pieno Zvaigzdes AB is giving a new forecast for the entire year 2008 as follows:

Sales by the year end 2008 are expected to decrease from LTL 750.0 million (EUR 217.2 million) to LTL 700 million (EUR 202.7 million).

Net profitability margin expected at 3.0%, by 1.0% lower compared to initially budgeted 4.0%.

24.04.2008 Pieno zvaigzdes AB, Decisions of annual general meeting Decisions for the annual general shareholders meeting

Annual General Meeting of Shareholders of Pieno Zvaigzdes took place on 24 April 2008 at 11:00 am (registration started at 10:00 am) at SAS Radisson Astorija, Didzioji 35/2, LT-01128 Vilnius, Lithuania. Decisions:

Annual report.

Taken for the information.

Audit report of the Company's financial accounts and the Annual report.

Taken for the information.

Company's financial accounts.

Decision:

Approved the Company's financial accounts for the full financial year 2007.

Profit distribution.

Decision:

Approved profit distribution for the full financial year 2007 as follows: To dividend LTL 12,014,442 (EUR 3,479,622.92) at LTL 0,225 (EUR 0.065) per share; Form a reserve of LTL 6,000,000 (EUR 1,737,720) to acquire company's shares. Form a reserve of LTL 600,000 (EUR 173.772) to donations and bonuses. Allocate LTL 200,000 (EUR 57,924) to Board bonus.

Acquisition of the Company's shares

Decision:

Purchase the shares of Pieno Zvaigzdes AB through a non-obligatory official offers following the legal procedures of the securities' market.

a) purpose of acquiring shares is to stabilize share market price, increase liquidity and avoid losses due to decrease in share price;

b) par values of all purchased shares shall not exceed 10% of statutory capital;

c) the Company may execute purchase of its shares within 18 calendar months;

d) the lowest and the highest purchase price shall not exceed 30% of the arithmetic average of the last week's trade at the central market of Vilnius Stock Exchange;

e) the lowest sales price of purchased shares shall not exceed 2/3 of the purchase price. The shares shall be sold in the central securities market or through an auction in order to ensure the equal possibilities to all shareholders. All shareholders shall be informed of the auction by registered mail or through public announcement.

As per this resolution by the General Shareholders Meeting and as per Act 54 of the Company Law of Republic of Lithuania the Board of the company is authorized to take all decisions relating to time and price to purchase shares as well as to time, price and manned to sell shares and decide on other issues that are not foreseen in this resolution.

24.04.2008 Pieno zvaigzdes AB, non audited financial results for the 1 quarter 2008

Revenues for the 1 quarter 2008 reached 150.1 million LTL (43.5 million EUR) and have increased by 5.8% compared to the revenues of 142.0 million LTL (41.1 million EUR) a year ago.

EBITDA for the 1 quarter 2008 reached 4.1 million LTL (1.2 million EUR) and have decreased by 70% compared to 13.8 million LTL (4.0 million EUR) a year ago.

Net loss for the 1 quarter 2008 was 8.8 million LTL (2.5 million EUR) compared to net profit of 2.6 million LTL (0.75 million EUR) a year ago.

The main reason for negative result was revaluation of stock by 7.0 million LTL (2.0 million EUR).

17.04.2008 Preliminary estimated results of Pieno zvaigzdes, AB for the Q1 2008

Due to the decreased prices of the dairy products in the export markets, Pieno zvaigzdes AB, preliminary estimates to suffer the loss for the first quarter 2008.

20.03.2008 Pieno zvaigzdes AB, Notice to convene annual general meeting

Draft agenda and draft decisions for the annual general shareholders meeting

Annual General Meeting of Shareholders of Pieno Zvaigzdes will be held on 24 April 2008 at 11:00 am (registration starts at 10:00 am) at SAS Radisson Astorija, Didzioji 35/2, LT-01128 Vilnius, Lithuania. Agenda:

Annual report
Audit report of the Company's financial accounts and Annual report.
Approval of Company's financial accounts for the full financial year 2007.
Profit distribution.
Acquisition of the Company's shares.

17 April 2008 is the account date of the AGM of Shareholders held on 24 April 2008. DRAFT RESOLUTIONS:

Annual report.

Taken for the information.

Audit report of the Company's financial accounts and the Annual report.

Taken for the information.

Company's financial accounts.

Draft decision:

Approve the Company's financial accounts for the full financial year 2007.

Profit distribution.

Draft decision:

Approve profit distribution for the full financial year 2007 as follows: To dividend LTL 12,014,442 (EUR 3,479,622.92) at LTL 0,225 (EUR 0.065) per share; Form a reserve of LTL 6,000,000 (EUR 1,737,720) to acquire company's shares. Form a reserve of LTL 600,000 (EUR 173.772) to donations and bonuses. Allocate LTL 200,000 (EUR 57,924) to Board bonus.

Acquisition of the Company's shares

Draft decision:

Purchase the shares of Pieno Zvaigzdes AB through a non-obligatory official offers following the legal procedures of the securities' market.

a) purpose of acquiring shares is to stabilize share market price, increase liquidity and avoid losses due to decrease in share price;

b) par values of all purchased shares shall not exceed 10% of statutory capital;

c) the Company may execute purchase of its shares within 18 calendar months;

d) the lowest and the highest purchase price shall not exceed 30% of the arithmetic average of the last week's trade at the central market of Vilnius Stock Exchange;

04.03.2008 Pieno zvaigzdes AB, regarding financial results for the year 2007

Based on preliminary unaudited results company's sales over 12 months in 2007 reached 663.4 (192.1 million EUR) million LTL, or 2.1% higher compared to forecasted sales. Net profit in

2007 reached 33.3 million LTL (9.6 million EUR), or 13.8% higher in comparison with forecasted results.

A 30% growth of export sales (in comparison with 2006) had core impact on total revenues and profitability last year, when exports reached 324 million LTL (93.8 million EUR) and gross margin on export sales was better than expected.

29.02.2008 Regarding Competition authorities decision

On 28 February 2008 Competition authorities published a decision that there was no cartel agreements among dairy companies, nevertheless dairies were penalised for exchanging statistical information through the dairy association. A fine of LTL 865,900 was given to AB "Pieno Zvaigzdes".

29.02.2008 Pieno zvaigzdes AB, not audited financial results for the year 2007 Revenues for the year 2007 reached 663.4 million LTL (192.1 million EUR) and have increased by 21.7% compare to the revenues of 545.0 million LTL (157.9 million EUR) a year ago.

EBITDA for the year 2007 reached 88,0 million LTL (25.5 million EUR) and have increased by 43% compare to 61.6 million LTL (17.8 million EUR) a year ago.

Profit before profit tax (EBT) for the year 2007 reached 40.9 million LTL (11.8 million EUR) and have increased by 75.5% compare to 23.3 million LTL (6.7 million EUR) a year ago.

Net profit for the year 2007 was 33.3 million LTL (9.6 million EUR) and has increased by 80.1% compare to 18.5 million LTL (5.3 million EUR) a year ago.

18.01.2008 Pieno Zvaigzdes AB, signed a liquidity provider agreement with Orion Securities Pieno Zvaigzdes AB, signed a liquidity provider agreement with Orion Securities. According to the agreement, Orion Securities will start market making activity from January 22nd 2008.

14. Future plans

AB Pieno Zvaigzdes have set the followings goals for the 2008:

To reach the turnover of 700 million LTL;
To achieve net profitability of 2%;

15. FINANCIAL STATEMENTS

Prepared according to IFRS, not audited

15.1. Balance sheet

Thousand Litas	2008.06.30	2007.12.31
Assets
Property, plant and equipment	233 951	239 047
Intangible assets	1 368	1 724
Investments available for sale	275	275
Long-term receivables	8 797	6 314
Deferred tax	-	-
Total non-current assets	244 391	247 360
Inventories	58 348	75 758
Receivables	63 763	50 809
Cash and cash equivalents	6 567	2 702
Total current assets	128 678	129 269
Total assets	373 069	376 629
Equity
Share capital	54 205	54 205
Share premium	27 246	27 246
Own shares	(4 108)	(4 108)
Reserves	30 826	28 294
Retained earnings	27 931	52 875
Total equity	136 100	158 512
Liabilities
Government grants	3 921	2 083
Interest-bearing loans and borrowings	160 241	99 366
Deferred tax	1 050	1 050
Total non-current liabilities	165 212	102 499
Provisions	-	870
Interest-bearing loans and borrowings	18 935	60 071
Income tax payable	1 999	3 790
Trade and other amounts payable	50 823	50 887
Total current liabilities	71 757	115 618
Total liabilities	236 969	218 117
Total equity and liabilities	373 069	376 629

15.2. Income statement

Thousand Litas	2008.06.30	2007.06.30
Revenue	333 299	309 712
Cost of sales	(284 138)	(249 963)
Gross profit	49 161	59 749
Other operating income, net	441	397
Sales and administrative expenses	(54 647)	(44 463)
Operating profit before finance costs	(5 045)	15 683
Finance income	224	162
Finance expenses	(5 468)	(4 241)
Finance income/expenses, net	(5 244)	(4 079)
Profit before tax	(10 289)	11 604
Corporate income tax	-	(2 089)
Profit for the year	(10 289)	9 515
Earnings per share (Litas)	(0,18)	0,18

15.3. Cash flows statement

Cash flows from operating activities Profit before tax (10 289) 11 604 Adjustments: Depreciation and amortization 21 570 18 932 Amortization of government grants ( 673) (1 020) Unrealised gain/loss on foreign currency exchange 155 103 Interest income/expenses, net 5 090 3 976 Cash flows from ordinary activities before changes 15 853 33 595 in the working capital Change in inventories 17 410 (9 081) Change in receivables (15 592) 2 342 Change in trade and other payable amounts (2 835) 2 553 14 836 29 409 Cash flows from operating activities Interest paid (5 090) (3 976) Income tax paid 0 Net cash flow from operating activities 9 746 25 433 Cash flows from investing activities Acquisition of property, plant and equipment (16 806) (44 205) Acquisition of intangible assets ( 29) (114) Proceeds on sale of intangible assets 717 1 472 Proceeds on disposal of investments - 0 (16 118) (42 847) Net cash flow used in investing activities Cash flows from financing activities Loans received 22 683 21 246 Repayment of borrowings (5 874) (7 231) Issue (redemption) of shares - 0 Dividends paid (12 014) (10 780) Payment of finance lease liabilities 2 931 16 185 Government grants received 2 511 10 237 19 420 Net cash from/(used in) financing activities Change in cash and cash equivalents 3 865 2 006 Beginning Cash 2 702 1 407 Ending Cash 6 567 3 413	Thousand Litas	2008.06.30	2007.06.30

15.4. Statement on changes in equity

Share capital	Share premium	Own shares	Compulso ry reserve	Revalua tion reserve	Other reserves	Retained earnings	Total equity
54 205	27 246	(1 108)	5 420	3 894	11 491	13 119	114 267
						(9 432)	(9 432)
							33
						18 492	18 492
54 205	27 246	(1 108)	5 420	3 721	3 500	30 376	123 360

							123 360

							(10 779)
							(3 000)
							15 626

							33 305
							158 512

54 205	27 246	(4 108)	5 420	19 174	3 700	52 875	158 512
					3 100	(3 100)	0
						(12 014)	(12 014)



							( 109) (10 289)
							136 100
	54 205 54 205	27 246 27 246 54 205 27 246	(1 108) (3 000) (4 108) (4 108)	5 420 5 420	(173) 3 721 15 626 (173) 19 174 ( 569) 5 420 18 605	(7 991) 3 500 200 3 700 6 800	7 991 206 30 376 (200) (10 779) 173 33 305 52 875 460 (10 289) 27 932

15.5. Notes to the financial statements

AB Pieno Žvaigždės was established by way of merger of stock companies Mažeikių Pieninė, Pasvalio Sūrinė, Kauno Pienas and Panevėžio pienas.

The main office of the Company is located in Vilnius and the branches – in Mažeikiai, Pasvalys, Kaunas and Panevėžys.

Ordinary shares of the Company are quoted in the Vilnius Stock Exchange.

The Company is engaged in production and sales of milk products to retail stores directly and through distributors.

Statement of compliance

These are the financial statements of a separate company AB Pieno Žvaigždės, which have been prepared in accordance with International Financial Reporting Standards (IFRS).

Main indicators of the Company's' performance

Ratios	2008.06.30	2007.06.30
Sales, Thousand Litas	333 299	309 712
Gross profit, Thousand Litas	49 161	59 749
EBITDA, Thousand Litas	15 853	33 595
Current ratio	1,8	1,9
Book value per share	2,51	2,25
Net profit per share	(0,18)	0,18

Inventories

Inventories are stated at the lower of cost and net realisable value. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.

The cost of inventories is based on the first-in first-out principle and includes expenditure incurred in acquiring the inventories and bringing them to their existing location and condition. In the case of manufactured inventories and work in progress, cost includes an appropriate share of overheads based on normal operating capacity.

Inventories, Thousand Litas	2008.06.30	2007 12 31
Raw materials	17 932	17 408
Stored production	40 243	58 156
Goods for resale	173	194
Total:	58 348	75 758

Segment reporting

A segment is a distinguishable component of the Company that is engaged either in providing products or services (business segment), or in providing products or services within a particular economic environment (geographical segment), which is subject to risks and rewards that are different from those of other segments. Company sales production mainly in domestic market, Russia, EU. All company's assets located in Lithuania.

Sales, Thousand Litas	2008.06.30	2007.06.30
Lithuania	177 743	163 915
Russia	108 203	111 353
EU, other countries	47 353	34 444
Total:	333 299	309 712

Post balance sheet events

There were no significant events after the balance sheet date.

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Pieno Zvaigzdes

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