Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Smirnov Ilya
   2. Issuer Name and Ticker or Trading Symbol
GOLDEN TELECOM INC [GLDN] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP, Gen. Coun., Corp. Sec.
(Last)
(First)
(Middle)
2831 29TH STREET, NW		 3. Date of Earliest Transaction (Month/Day/Year)
06/27/2007
(Street)

WASHINGTON, DC 20008		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Acquisition of Common Stock 06/27/2007   M   2,500 A $ 26.808 2,500 D  
Sale of Common Stock 06/27/2007   S   2,500 D $ 53.8 0 D  
Acquisition of Common Stock 06/27/2007   M   2,500 A $ 23.67 2,500 D  
Sale of Common Stock 06/27/2007   S   2,500 D $ 53.8 0 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Appreciation Rights (1) $ 26.808 06/27/2007   M     2,500   (2) 12/12/2010 Common Stock 2,500 $ 0 5,000 D  
Stock Appreciation Rights (1) $ 23.67 06/27/2007   M     2,500   (3) 07/26/2011 Common Stock 2,500 $ 0 7,500 D  
Options to purchase Common Stock (1) (4) $ 53.8 06/27/2007   A   7,500     (5) 06/27/2012 Common Stock 7,500 $ 0 7,500 D  
Options to purchase Common Stock (1) (4) $ 53.8 06/27/2007   A   10,000     (6) 06/27/2012 Common Stock 10,000 $ 0 10,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Smirnov Ilya
2831 29TH STREET, NW
WASHINGTON, DC 20008		       VP, Gen. Coun., Corp. Sec.  

Signatures

 /s/ Ilya Smirnov   07/29/2007
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The undersigned has agreed to cap on his existing outstanding stock appreciation rights using the closing price of the Company's common stock on June 27, 2007 of $53.80. Simultaneously, the undersigned was granted options with the same vesting conditions with an exercise price of $53.80. Thus, the maximum amount of cash he can receive upon exercise of a stock appreciation right is the difference between $53.80 and the exercise price. The other terms of these SARs is unchanged.
(2) The remaining 5,000 SARs will vest in 2,500 increments each on December 12, 2007 and December 12, 2008, respectively.
(3) The remaining SARs will vest in increments of 2,500 each on July 26, 2007, July 26, 2008 and July 26, 2009, respectively.
(4) Owing to ambiguities and inconsistencies in the legislation of the countries in which some of the Issuer?s employees live, the Compensation Committee of the Board of Directors decided not to issue stock to the Issuer?s Russian employees, including Mr. Smirnov. Instead as part of the Issuer?s key employee incentive and retention policy, the Issuer established the Golden Telecom Incentive Bonus Program, whereby the Issuer issues stock to a trust in numbers corresponding to the level of financial incentive the Issuer wishes to award its eligible employees. When eligible employees, including Mr. Smirnov, desire and are eligible to receive the economic benefits of the stock, they inform the Issuer and the Issuer, in turn, advises the trustee, who sells an appropriate number for contribution to the trust. Upon request of the Issuer and the employee, the funds available in the trust may be disbursed to eligible employees in the form of incentive bonuses.
(5) The options will vest in increments of 2,500 each on December 12, 2007 and December 12, 2008, respectively.
(6) The options will vest in increments of 2,500 each on July 26, 2007, July 26, 2008 and July 26, 2009, respectively.

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