SEC 1745
(02-02)


Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

 

 

UNITED STATES

OMB APPROVAL

 

SECURITIES AND EXCHANGE COMMISSION

OMB Number:
3235-0145

 

Washington, D.C. 20549

Expires:
December 31, 2005

 

SCHEDULE 13G

Estimated average burden hours per response. . 11

 

Under the Securities Exchange Act of 1934
(Amendment No.    )*

 

WIMM-BILL-DANN FOODS OJSC

(Name of Issuer)

 

ORDINARY SHARES, PAR VALUE 20 RUSSIAN RUBLES EACH SHARE

(Title of Class of Securities)

 

97263M10

(CUSIP Number)

 

December 31, 2002

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

o

Rule 13d-1(c)

ý

Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

CUSIP No.  97263M10

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Mikhail V. Dubinin

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Russian Federation

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
5,351,421

 

6.

Shared Voting Power
-0-

 

7.

Sole Dispositive Power
5,351,421

 

8.

Shared Dispositive Power
-0-

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
5,351,421

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
[12.2%][this number assumes 44,000,000 outstanding shares; if this number has changed, we will need to recalculate the percentage accordingly]

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

 

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Item 1.

 

(a)

Name of Issuer
Wimm-Bill-Dann Foods OJSC

 

(b)

Address of Issuer's Principal Executive Offices
16 Yauzsky Boulevard
Moscow 109028
Russian Federation

 

Item 2.

 

(a)

Name of Person Filing
Mikhail V. Dubinin

 

(b)

Address of Principal Business Office or, if none, Residence
16 Yauzsky Boulevard
Moscow 109028
Russian Federation

 

(c)

Citizenship
See Item 4 of the cover page.

 

(d)

Title of Class of Securities
Ordinary Shares, par value 20 Russian rubles per share

 

(e)

CUSIP Number
97263M10

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

Not applicable.

 

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

 

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

o

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

 

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j)

o

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

 

3

 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:    As of December 31, 2002, Mikhail V. Dubinin was the record owner of 5,351,421 ordinary shares of Wimm-Bill-Dann Foods OJSC and has sole voting and dispositive power with respect to the shares he holds of record.

 

(b)

Percent of class:    See Item 11 of the cover page.

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote    See Item 5 of the cover page.

 

 

(ii)

Shared power to vote or to direct the vote    See Item 6 of the cover page.

 

 

(iii)

Sole power to dispose or to direct the disposition of    See Item 7 of the cover page.

 

 

(iv)

Shared power to dispose or to direct the disposition of    See Item 8 of the cover page.

 

Item 5.

Ownership of Five Percent or Less of a Class     Not applicable.

 

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person     See Item 4 above.

 

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person     Not applicable.

 

 

Item 8.

Identification and Classification of Members of the Group     Not applicable.

 

 

Item 9.

Notice of Dissolution of Group     Not applicable.

 

 

Item 10.

Certification     Not applicable.

 

 

 

4

 

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

 

February 14, 2003

 

Date

 


/s/ Mikhail V. Dubinin

 

Signature

 


Mikhail V. Dubinin

 

Name/Title

 

 

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