X5 COMPLETES ACQUISITION AND BEGINS

INTEGRATION OF KARUSEL HYPERMARKET CHAIN

Amsterdam, 27 June 2008 - X5 Retail Group N.V. ("X5" or the "Company"), Russia's largest food retailer in terms of sales (LSE ticker: "FIVE"), announces today that it has completed the acquisition of the entire issued share capital of Formata Holding B.V. ("Formata"), the owner of the Karusel hypermarket chain ("Karusel") and is ready to proceed to the integration of the company as planned. 

In accordance with the share purchase agreement between X5 and the shareholders of Formata as of 25 June 2008, X5 has completed the acquisition of the entire issued share capital of Formata on 26 June 2008, and the operational control over Karusel has passed to X5 Retail Group. Now, in accordance with the previously developed plan X5 begins the integration of Karusel.

Commenting on today's announcement, Lev Khasis, the CEO of X5 Retail Group said:

"We are happy to announce the completion of this strategic transaction. The key focus for us now is integration and our efforts will be concentrated on making this process as smooth and efficient as possible". 

Note to Editors:

X5 Retail Group 

X5 Retail Group N.V. is Russia's largest food retailer in terms of sales. The Company was created as a result of a merger between Pyaterochka (soft discounter chain) and Perekrestok (supermarket chain) on 18 May 2006.

As of 31 March 2008, X5 had 731 Company managed soft discount stores located in Moscow (321), St. Petersburg (249) and other Russian areas (161), 183 Company managed supermarkets across Central Russia and Ukraine, including 108 stores in Moscow (Moscow region and Yaroslavl region), and 16 Company managed hypermarkets.

As of 31 March 2008, X5's franchisees operated 711 stores across Russia and Kazakhstan.

X5's net sales for the full year 2007 reached USD 5,320 mln, an increase of 53% year-on-year. Gross profit for the period totaled USD 1,404 mln, EBITDA amounted to USD 479 mln. Full year 2007 net income reached USD 144 mln.

X5 Retail Group N.V.'s net sales for the first quarter 2008 surged 61% in USD terms and reached USD 1,786 mln. Gross profit for the period totaled USD 458 mln, EBITDA amounted to USD 161 mln, net profit - to USD 86 mln. 

Formata Holding B.V.

Formata Holding B.V. is the owner of Karusel hypermarket chain ("Karusel")

At the end of 2007, Karusel was the fifth largest hypermarket operator in Russia by revenue. According to publicly available data, its selling area stood at c.115 thousand square meters at 31 December 2007.

For the full year 2007, Karusel reported net sales of USD 831.1 million. Its EBITDA for the full year 2007 was USD 70.2 million and its net profit was USD 19.9 million.

Karusel owns and operates hypermarkets located in St. Petersburg and the North West of Russia, the Moscow region, Nizhny Novgorod, Dzerzhinsk, Volgograd and Izhevsk. There are currently 23 hypermarkets operating under the Karusel brand. Three more hypermarkets are are under construction, and the Company owns eight land plots potentially suitable for hypermarkets construction.

Forward looking statements:

This announcement includes statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by the fact that they do not only relate to historical or current events. Forward-looking statements often use words such as" anticipate", "target", "expect", "estimate", "intend", "expected", "plan", "goal" believe", or other words of similar meaning.

By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances, a number of which are beyond X5 Retail Group N.V.'s control. As a result, actual future results may differ materially from the plans, goals and expectations set out in these forward-looking statements. 

Any forward-looking statements made by or on behalf of X5 Retail Group N.V. speak only as at the date of this announcement. Save as required by any applicable laws or regulations, X5 Retail Group N.V. undertakes no obligation publicly to release the results of any revisions to any forward-looking statements in this document that may occur due to any change in its expectations or to reflect events or circumstances after the date of this document.

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