JOINDER AGREEMENT

Exhibit 10.2

JOINDER AGREEMENT

The undersigned hereby agrees, effective as of the date hereof, to become a party to that certain Operating Agreement (the “Agreement”) dated as of April 12, 2004 by and among Pioglobal First Russia, LLC (the “Company”), its Board of Directors, Pioglobal Omega, LLC, Xxxxxx Xxxxxxxx, and any other unit holder, warrant holder or option holder who from time to time becomes a party to the Agreement by execution of a Joinder Agreement. The undersigned acknowledges and agrees that the undersigned will be included within the meaning of the term “Restricted Unit Holder” as defined and used in the Agreement.

As a condition to accepting the undersigned as a Member and Restricted Unit Holder, as those terms are defined and used in the Agreement, the Company and the undersigned agree that Section 8.7(b) of the Agreement shall be amended with respect to the undersigned as follows:

The reference to “January 1, 2003” in Section 8.7(b) shall be replaced with “the date of the grant of such Call Securities”.

May 19, 2004								/s/    XXXXXXXXX XXXXXXXXXX
Date						Name:		Xxxxxxxxx Xxxxxxxxxx (Sign name on signature line and print name legibly below signature.)
						Address:		Moscow, Xxxxxxxxxxxxxxx Xxx., 00/0/000
						Telephone:
						Facsimile:

Acknowledged and agreed to:

PIOGLOBAL FIRST RUSSIA, LLC
By:		/s/    XXXXXX X. XXXXXX
Name:		Xxxxxx X. Xxxxxx
Title:		Vice President and Treasurer