UNITED STATES

SECURITIES AND EXCHANGE
COMMISSION

Washington, D.C. 20549

SCHEDULE 13D/A

Item 1.

Security and Issuer

This Amendment No.7 is filed with respect to the ordinary shares, par value 20 Russian rubles per ordinary share (the “Ordinary Shares”), of Wimm-Bill-Dann Foods OJSC, a joint stock company organized under the laws of the Russian Federation (the “Issuer”), having its principal executive offices at 16/15 Yauzsky Boulevard, Moscow 109028, Russian Federation. The Ordinary Shares are traded on the New York Stock Exchange through an American Depositary Share facility in which each American Depositary Share of the Issuer (the “American Depositary Shares” or “ADSs”) represents one Ordinary Share. The Ordinary Shares may also be traded outside of the United States pursuant to Regulation S through a Global Depositary Share facility in which each Global Depositary Share of the Issuer (the “Global Depositary Shares” or “GDSs”) represents one Ordinary Share. Each reference in this Amendment No.7 to Ordinary Shares refers also (where applicable) to the corresponding American Depositary Shares or Global Depositary Shares representing such Ordinary Shares. Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in the Schedule 13D.

Item 2.

Identity and Background

The first paragraph of Item 2 of the Schedule 13D is hereby amended and restated as follows:

(a)-(c) and (f) This statement on Schedule 13D is being filed by Gavril A. Yushvaev, Mikhail V. Dubinin, Sergei A. Plastinin, Alexander S. Orlov, David Iakobachvili, Mikhail I. Vishnyakov, Victor E. Evdokimov, (the “Natural Reporting Persons”) and I.M. Arteks Holdings Limited, a Cyprus limited liability company (“Arteks”) (together, the “Reporting Persons”). All references to Natural Reporting Persons and Reporting Persons hereinafter set forth shall be construed accordingly.

Exhibit 1 sets forth the following information with respect to each Natural Reporting Person: (i) name; (ii) residence or business address; and (iii) present principal occupation or employment and the name of any corporation or other organization in which such employment is conducted. Please see Item 6 of the cover page to this Schedule 13D for the citizenship of each Natural Reporting Person.

Item 3.

Source and Amount of Funds or Other Consideration

Paragraph (1) of Item 3 of the Schedule 13D is hereby amended and restated in its entirety as follows:

On August 15, 2007, David Iakobachvili acquired 52,256 Ordinary Shares from Mikhail I. Vishnyakov using personal funds to pay the purchase price of RUR1553 per share.

On August 15, 2007, G.A. Yushvaev acquired 52,256 Ordinary Shares from Mikhail I.  Vishnyakov using personal funds to pay the purchase price of RUR1553 per share.

On August 15, 2007, David Iakobachvili acquired 17,744 Ordinary Shares from Mikhail I. Vishnyakov using personal funds to pay the purchase price of RUR1942 per share.

On August 23, 2007, G.A. Yushvaev acquired 17,744 Ordinary Shares from Mikhail I. Vishnyakov using personal funds to pay the purchase price of RUR1942 per share.

Item 4.

Purpose of Transaction

The reporting person has no plan or proposal which relates to, or would result in, any of the actions enumerated in Item 4 of the Instructions to Schedule 13D.

Item 5.

Interest in Securities of the Issuer

Clauses (i) through (ix) of Paragraphs (a) and (b) of Item 5 of the Schedule 13D are hereby amended and restated as follows:

(i)            Gavril A. Yushvaev is a direct holder of 8,629,518 Ordinary Shares, as to which Gavril A. Yushvaev possesses sole investment power;

(ii)           Mikhail V. Dubinin is a direct holder of 2,073,372 Ordinary Shares, as to which Mikhail V. Dubinin possesses sole investment power;

(iii)          Sergei A. Plastinin directly holds 2,904,413 Ordinary Shares, as to which Sergei A. Plastinin possesses sole investment power, and indirectly holds 44,000 Ordinary Shares through Lendero Limited, a limited liability company organized under the laws of the Republic of Cyprus, as to which Sergei A. Plastinin possesses sole investment power as to all such Ordinary Shares;

(iv)          Alexander S. Orlov is a direct holder of 1,269,726 Ordinary Shares, as to which Alexander S. Orlov possesses sole investment power;

(v)           David Iakobachvili is a direct holder of 4,530,585 Ordinary Shares, as to which David Iakobachvili possesses sole investment power;

(c)           During April and from June through October 2007, certain of the Reporting Persons sold an aggregate of 945,133 Ordinary Shares (representing in the aggregate approximately 2.14% of the outstanding Ordinary Shares), in a series of private placements outside the United States. Each of the following Reporting Persons sold the number of Ordinary Shares, representing approximately the percentage of the outstanding Ordinary Shares indicated below (percentages may not total to 2.14% due to rounding):

Reporting
Person

No of Shares

Percentage of
Shares

M.V. Dubinin

201,506

0.46

%

A.S. Orlov

123,401

0.28

%

S.A. Plastinin

620,226

1.40

%

On April 23, 2007, Mikhail V. Dubinin sold an aggregate of 108,385 Ordinary Shares (representing in the aggregate approximately 0.25% of the outstanding Ordinary Shares) in a private transaction in Russia at a price per share of USD 65.

On April 23, 2007, Alexander S. Orlov sold an aggregate of 66,375 Ordinary Shares (representing in the aggregate approximately 0.15% of the outstanding Ordinary Shares) in a private transaction in Russia at a price per share of USD 65.

On April 23, 2007, Sergei A. Plastinin sold an aggregate of 188,892 Ordinary Shares (representing in the aggregate approximately 0.43% of the outstanding Ordinary Shares) in a private transaction in Russia at a price per share of USD 65.

On June 21, 2007, Sergei A. Plastinin sold an aggregate of 200,000 Ordinary Shares (representing in the aggregate approximately 0.45% of the outstanding Ordinary Shares) in a private transaction in Russia at a price per share of USD 69.

On September 19, 2007, Mikhail V. Dubinin sold an aggregate of 93,121 Ordinary Shares (representing in the aggregate approximately 0.21% of the outstanding Ordinary Shares) in a private transaction in Russia at a price per share of USD 108.

On September 19, 2007, Alexander S. Orlov sold an aggregate of 57,026 Ordinary Shares (representing in the aggregate approximately 0.13% of the outstanding Ordinary Shares) in a private transaction in Russia at a price per share of USD 108.

On September 19, 2007, Sergei A. Plastinin sold an aggregate of 81,334 Ordinary Shares (representing in the aggregate approximately 0.18% of the outstanding Ordinary Shares) in a private transaction in Russia at a price per share of USD 108.

On October 12, 2007, Sergei A. Plastinin sold an aggregate of 150,000 Ordinary Shares (representing in the aggregate approximately 0.34% of the outstanding Ordinary Shares) in a private transaction in Russia at a price per share of USD 100.75.

During August 2007, certain of the Reporting Persons acquired an aggregate of 140,000 Ordinary Shares (representing in the aggregate approximately 0.32% of the outstanding Ordinary Shares) from Mikhail I. Vishnyakov, another Reporting Person, in a series of private placements outside the United States.

On August 15, 2007, David Iakobachvili acquired an aggregate of 52,256 Ordinary Shares from Mikhail I. Vishnyakov (representing in the aggregate approximately 0.13% of the outstanding Ordinary Shares) in a private transaction in Russia at a price per share of RUR 1,553.00 using his personal funds. On August 15, 2007, David Iakobachvili acquired an aggregate of 17,744 Ordinary Shares from Mikhail I. Vishnyakov (representing in the aggregate approximately 0.04% of the outstanding Ordinary Shares) in a private transaction in Russia at a price per share of RUR 1,942.00 using his personal funds.  

On August 15, 2007, Gavril A. Yushvaev acquired an aggregate of 52,256 Ordinary Shares from Mikhail I. Vishnyakov (representing in the aggregate approximately 0.13% of the outstanding Ordinary Shares) in a private transaction in Russia at a price per share of RUR 1,553.00 using his personal funds.  On August 23, 2007, Gavril A. Yushvaev acquired an aggregate of 17,744 Ordinary Shares from Mikhail I. Vishnyakov (representing in the aggregate approximately 0.04% of the outstanding Ordinary Shares) in a private transaction in Russia at a price per share of RUR 1,942.00 using his personal funds.

Item 6.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Not Applicable.

Item 7.

Material to Be Filed as Exhibits

(1)           Information concerning Natural Reporting Persons.

(2)           Specific Power of Attorney, dated February 1, 2007, by I.M. Arteks Holdings Limited, appointing Natalia V. Elizarova as attorney in fact.

Date:

October [29], 2007

By

/s/ Gavril A. Yushvaev

Date:

October [29], 2007

By

/s/ Mikhail V. Dubinin

     Mikhail V. Dubinin

Date:

October [29], 2007

By

/s/ Sergei A. Plastinin

     Sergei A. Plastinin

Date:

October [29], 2007

By

/s/ Alexander S. Orlov

     Alexander S. Orlov

Date:

October [29], 2007

By

/s/ David Iakobachvili

     David Iakobachvili

Date:

October [29], 2007

By

/s/ Mikhail I. Vishnyakov

     Mikhail I. Vishnyakov

Date:

October [29], 2007

By

/s/ Victor E. Evdokimov

     Victor E. Evdokimov

I.M. Arteks Holdings Limited

Date:

October [29], 2007

By /s/ Natalia V. Elizarova

Name: Natalia V. Elizarova

Title: Attorney-in-fact