TERMINATION AGREEMENT

THIS TERMINATION AGREEMENT (the “Agreement”), dated as of August 31, 2007, is by and among OJSE SMOLENENERGY, a corporation formed under the laws of the Russian Federation (the “Company”) and RUSSOIL CORPORATION, a Nevada corporation (“Russoil”) and the stockholders of the Company signatory hereto (the “Stockholders”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively, as the “Parties.”

The Parties entered into that certain Share Exchange Agreement dated as of May 31, 2007 (the “Exchange Agreement”). The Parties have been unable to effect the transaction contemplated by the Exchange Agreement.

NOW THEREFORE, the parties agree as follows:

The Company, the Stockholders and Russoil terminate the Exchange Agreement by mutual written consent.

 

The Parties hereto have executed and delivered this Termination Agreement as of the date first above written.

 

	RUSSOIL CORPORATION
	By:	/s/ Silvestre Hutchinson
		Name: Silvestre Hutchinson
		Title: President

 

	OJSE SMOLENENERGY
	By:	/s/ Evgeny Bagay
		Name: Evgeny Bagay
		Title: Deputy of the General Director

 

 

		/s/ Elias Kamennoy
		Elias Kamennoy

 

		/s/ Evgeny Bagay
		Evgeny Bagay

 

		/s/ Evgeny Fedosov
		Evgeny Fedosov