Exhibit 10.35
                                AGREEMENT No____
                       FOR PURCHASE AND SALE OF SECURITIES

Moscow                                                         September 7, 2004

      "HAYWOOD CAPITAL LIMITED", hereunder referred to as "SELLER", established
and existing in accordance with the laws of British Virgin Islands, having its
registered office at: Akara Bldg., 24 De Castro Street, Wickhams Cay I, Road
Town, Tortola, British Virgin Islands, represented by director Mr. Brian Thomas
Waldow, acting pursuant to its by-laws,

      and

      CJSC "Set Televisionnykh Stantsiy", hereunder referred to as "BUYER",
represented by its General director Mr. Alexander Rodnyanski, acting pursuant to
its by-laws, collectively referred to as the "PARTIES", entered into the present
Agreement as follows:

                             I. SUBJECT OF AGREEMENT

1.1.  Subject to the terms and conditions of this Agreement, Seller shall
      transfer and Buyer shall purchase and accept title to the following
      securities (hereunder the "SECURITIES"):



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Type of Securities              Ordinary registered non-certificated shares
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Issuer                          OJSC TELEXPRESS (OGRN - 1037700160365, resident of Russia, Moscow)
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Nominal  Value                  1(one) Ruble
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Quantity                        490 (four hundred ninety) shares
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Securities issue                1-01-01275-N
registration number
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1.2.  The total nominal value of the Securities purchased by Buyer is 490 (four
      hundred ninety) Rubles representing 49 (forty nine) % of the Charter
      Capital of OJSC TELEXPRESS (hereunder, "ISSUER").

                        II. REPRESENTATION AND WARRANTIES

2.1.  Each of Buyer and Seller represents that it has proper legal capacity to
      enter into this Agreement and that its signatories are properly authorized
      and empowered to execute the same.

2.2.  Seller represents and warrants that as of the date the title to the
      Securities transfers from Seller to Buyer:

      2.2.1.    The Securities are owned by it, fully paid, have not been
                disposed of, pledged, seized or placed in trust, are free and
                clear of any claims and third party interests, including any
                rights of first refusal, options or other encumbrances, and are
                not otherwise subject to injunction or restriction;

      2.2.2.    Issuer is a company duly established, registered with all
                governmental authorities and existing in accordance with the law
                of the Russian Federation. Issuer is not subject to any
                restructuring, bankruptcy, liquidation or other similar
                proceedings and no decision to initiate restructuring,
                bankruptcy, liquidation or other similar proceedings has been
                taken by Issuer's governing body or governmental authority in
                respect of Issuer;

      2.2.3.    Issuer has a Charter capital of 1000 Rubles divided into 880
                ordinary registered shares and 120 privileged registered shares
                convertible into ordinary registered shares. The Issuer's
                securities issue and statement of securities issue placement has
                been approved and registered in accordance with the law of the
                Russian




                Federation. No decisions exist in respect of Issuer relating to
                the increase or decrease of the charter capital, issuance of
                shares or other securities, declaration or payment of dividends,
                stock redemption, split or consolidation. No dividends are
                outstanding in respect of Issuer's privileged shares;

      2.2.4.    No facts exist that are known or should have been known to
                Seller, which may affect Buyer's decision to purchase the
                Securities on the terms and conditions set forth herein;

      2.2.5.    Issuer is the legal holder of all necessary television
                broadcasting licenses, permits and certificates, issued by the
                Russian Ministry of Press, Television Broadcasting and Mass
                Media, Ministry of Communications and Information Technology,
                Gossvyaznadzor and other government authorities. All of Issuer's
                licenses, permits and certificates have been obtained in
                accordance with the applicable laws, are valid and have not been
                suspended, terminated or revoked. Issuer has complied with all
                requirements and conditions set forth in its licenses, permits
                and certificates;

      2.2.6.    Issuer owns technical facilities, required for television
                broadcasting operations ("TECHNICAL FACILITIES"). Issuer's
                Technical Facilities have not been pledged, seized, leased to
                third parties or placed in trust and are free and clear of any
                claims and third party of any claims and third party interests,
                including any rights of first refusal, options or other
                encumbrances, and are not otherwise subject to injunction or
                restriction. None of such facilities have any defects (whether
                apparent or hidden), they have been maintained consistent with
                the industry practices, are in operating condition (subject to
                normal wear) and are fit for their intended use;

      2.2.7.    Issuer owns the building located at 15/2 Pravdy Street, Moscow
                (the "BUILDING") and such ownership right has been properly
                recorded with all governmental authorities. The Building (1) has
                not been disposed of, (2) pledged, (3) seized, leased to third
                parties or placed on the list of dilapidated buildings to be
                demolished, (4) is free and clear of any claims and third party
                interests, including any rights of first refusal, option,
                servitude or other encumbrance, and are not otherwise subject to
                injunction or restriction. The utilities and other services
                required for the operation of the Building are available in the
                Building, including gas, electricity, water, telephone services
                and sewage, as well as other maintenance and utility services
                typical for this class of real estate.

      2.2.8.    Issuer has no outstanding obligations (debts) to any individuals
                or legal entities, including (i) any agreements, contracts or
                other instruments, under which Issuer has borrowed any money
                from, or issued any note, bond, debenture or other evidence of
                indebtedness to, any person; (ii) any agreements, contracts or
                other instruments, under which (A) any person, directly or
                indirectly guaranteed any indebtness or obligations of Issuer or
                (B) Issuer directly or indirectly guaranteed any indebtness or
                obligations of any other person; (iii) mortgage, pledge,
                security agreement, deed of trust or other instrument granting a
                lien upon any material object of personal (movable) property of
                Issuer or any material object of real property; or (iv) any
                outstanding taxes, charges, duties, fines or other compulsory
                payments, except as set forth in Schedule 1 hereto and
                obligations arisen as a result of regular operations of the
                Issuer;


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      2.2.9.    No court, administrative or any other proceedings are on-going
                or pending in respect of Issuer, which outcome may adversely
                affect Issuer's financial condition;

      2.2.10.   Seller has obtained all approvals (consents) of the authorized
                governing bodies for consummating the transaction on the terms
                and conditions, set forth herein.

2.3.  Indemnity for breach of warranties.

      2.3.1.  In the event any of the warranties and/or representations of
              Seller is breached, Seller shall indemnify Buyer and reimburse to
              it all and any Buyer's Damages (as defined in section 2.3.2.).

      2.3.2.  The term "Buyer's Damages" means all Damages, suffered by Buyer or
              Issuer, arising, directly or indirectly, from: (1) any breach of
              representation and warranties of Seller, contained herein; (2) any
              material breach of any of the Seller's obligations hereunder; or
              (3) any third party claim based on allegation, which, if proved to
              be true, will entitle Buyer to indemnification under this section.

2.4.  Buyer represents and warrants that it has obtained all approvals
(consents) of the authorized governing and governmental bodies for consummating
the transaction on the terms and conditions, set forth herein.

                III. PURCHASE PRICE AND PAYMENTS BETWEEN PARTIES

3.1.  Buyer shall pay the following price for the Securities:

      Price of 490 ordinary registered shares shall be: 24 000 000 (Twenty four
      million) US Dollars. Total Purchase Price shall be: 24 000 000 (Twenty
      four million) US Dollars.

3.2.  Buyer shall pay to Seller 50 (fifty) % of the Purchase Price in the amount
      of 12 000 000 (Twelve million) US Dollars by wire transfer to the Seller's
      bank type "A" account within 3 (three) banking days from the transfer of
      title to the Securities to Buyer pursuant to Section IV hereof. Buyer
      agrees to pay to Seller the remaining 50 (fifty) % of the Purchase Price
      in the amount of 12 000 000 (Twelve million) US Dollars by wire transfer
      to the Seller's bank type "A" account within 9 (nine) banking days from
      the transfer of title to the Securities to Buyer pursuant to Section IV
      hereof. The amounts set forth in section 3.1. hereof shall be inclusive of
      all taxes, which Seller may have to pay in connection with the sale of the
      Securities pursuant to the Russian law on taxes and fees, no VAT to be
      paid. The payment shall be executed in Russian rubles according to the
      official exchange rate of the Central Bank of the Russian Federation on
      the date of the payment.

3.3.  Buyer shall provide to Seller original payment documents in accordance
      with section 3.2 hereof stamped by the bank to evidence that such payments
      have been made. Subject to Seller's consent Buyer may provide a copy of
      such document.

                       IV. TRANSFER OF TITLE TO SECURITIES

4.1.  Buyer shall become an owner of the Securities upon a receipt entry
      recorded on the securities account with OOO Irkol Depository (hereunder
      the "Depository") with registered office at: 4/3 Myasnitsky proezd,
      building 1, 107078, Moscow, Russia.

4.2.  Both Parties shall be responsible for completing all actions, required to
      transfer the title to the Securities from Seller to Buyer.


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4.3.  Seller shall be required within 7 (Seven) days from the execution of this
      Agreement to execute and deliver to Buyer an order for transfer of the
      Securities from Seller's securities account to Buyer's securities account
      with the Depository. Upon receiving such order, Buyer shall execute it on
      the same day and deliver it to the Depository to effect the transfer of
      the Securities from the Seller's securities account to the Buyer's
      securities account.

4.4.  No later than the day following the date of delivery by Buyer to the
      Depository of the Securities transfer order properly executed by the
      Parties under section 4.3. hereof, Seller shall deliver to Buyer copies of
      the following documents:

      o     Notice of transfer of the Securities from Seller's securities
            account to the Buyer's securities account, issued by the Depository
            to Seller upon the completion of such transaction; and

      o     Statement of Seller's securities account, evidencing the transfer
            (absence) of the Securities from (in) such account, issued by the
            Depository to Seller upon its request.

4.5.  No later than the day following the date of delivery by Buyer to the
      Depository of the Securities transfer order properly executed by the
      Parties under section 4.3. hereof, Buyer shall deliver to Seller copies of
      the following documents:

      o     Notice of transfer of the Securities from Seller's securities
            account to Buyer's securities account, issued by the Depository to
            Buyer upon the completion of such transaction; and

      o     Statement of Buyer's securities account, evidencing the transfer
            (presence) of the Securities to (in) such account, issued by the
            Depository to Buyer upon its request.

                                V. MISCELLANEOUS

5.1.  In the event of non-performance or improper performance hereunder, the
      non-performing Party shall be held liable in the manner, prescribed by the
      Russian law and this Agreement.

5.2.  In the event of delay in the performance of the obligation under section
      3.2. hereof, Buyer shall pay to Seller a penalty at the rate of 0,5 % of
      the Purchase Price (under section 3.1. hereof) for each day of delay.

5.3.  This Agreement shall be governed by the substantive law of the Russian
      Federation.

5.4.  Disputes arising in connection with the performance of this Agreement, if
      they cannot be resolved by the agreement of the Parties, shall be referred
      to the Moscow Arbitrazh Court in accordance with the rules of procedure
      then effective in the Russian Federation.

5.5.  This Agreement shall come into force upon its execution by the Parties and
      is valid till performance by the Parties all of their obligations.

5.6.  This Agreement is executed in Russian and English in two counterparts with
      one for each Party. In the event the texts in Russian and English are not
      similar, Russian language prevails.


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                VI. ADDRESSES, DETAILS AND SIGNATURES OF PARTIES

SELLER:


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Bank Details                 Account of type "A"
                            40818810700111500026 with JSCB
                            "Promsvyazbank" (ZAO), correspondent
                            account 30101810600000000119,
                            BIK 044583119
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Mailing Address:            Akara Bldg., 24 De Castro Street, Wickhams Cay I, Road Town,
                            Tortola, British Virgin Islands
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Registered Office:          Akara Bldg., 24 De Castro Street, Wickhams Cay I, Road Town,
                            Tortola, British Virgin Islands
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Name                        Brian Thomas Wadlow
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                                    Signature                        Seal

                             /s/ Brian Thomas Wadlow
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BUYER:

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Name
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                                    Signature                        Seal

                                /s/
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                                                          Schedule # 1
                                                          to Agreement for
                                                          sale and purchase of
                                                          securities
                                                          No________________
                                                          __________________2004



ISSUER: TELEEXPRESS
                     NUMBER    DATE          DEBT HOLDER                             NOMINAL AMOUNT

1 Promisory note     0011004   of 07-07-04   OAO "Kapital Strakhovanie"              38,195,312.73  rubles

2 Promisory note     0012004   of 16-08-04   OAO "Kapital Strakhovanie"              25,500,000.00  rubles

3 Promisory note     0096020   of 03-08-04   ZAO "Rost.S"                            5,000,000.00   rubles

4 Bill of exchange   319614    of 05-10-99   ZAO "Priemier S.V."                     3,993,664.55   rubles

5 Bill of exchange   319615    of 05-10-99   ZAO "Priemier S.V."                     726,048.97     rubles

6 Promisory note     2542010   of 27-07-99   ZAO "Rost.S"                            53,284,000.00  rubles

7 Promisory note     3134537   of 15-07-03   Fortes Corporation                      1,000,000.00   US Dollars

8 Promisory note     0096021   of 20-08-04   NO "Negosudarstvennyi pensionnyi fond   863000.00      US Dollars
                                             "LUKOIL-GARANT"


        SELLER                                               BUYER

      /s/                                               /s/