Keywords: mezzanine financing in Russia, mezzanine loan in Russia, mezzanine transactions in Russia, mezzanine investments, Russian M-A transactions, LBO, MBO, business purchases in Russia, structuring investment operations in Russia, shareholder pact, option, subordinated debt. Although mezzanine financing is a relatively expensive and complex instrument, it has obvious benefits for both the investor and borrower; and in some cases, it offers truly unique possibilities. It is therefore not surprising that it applies to the Russian market, although to a limited extent: by the extension of mezzanine credit facilities (loans) by large financial organisations using structural subordinations, shareholder agreements, share commitments (participations) and options. Due to the peculiarities of Russian law and the lack of uniform practice in many key issues, Russian parties actively use mezzanine transactions in English legal institutions. However, despite the difficulties, there has been a gradual increase in the number and quality of these transactions, which leads us to optimistically consider the future of mezzanine financing in Russia and to expect that Russian mezzanine operations will generate increased interest in the legal and economic issues associated with them. Over the past two years, mezzanine financing in Russia has been actively supported by the major banks and some institutional investors. The total amount of Mezzanine`s investments in Russian projects in terms of buying from competing companies, withdrawing shares from shareholders and valuing production amounts to billions of dollars; and the potential is far from being exploited. Meanwhile, mezzanine systems are a relatively new phenomenon in the Russian market, which raises many practical questions. This article examines the peculiarities of the structuring of mezzanine transactions in Russia. It may be interesting for a wide range of international and legal experts interested in the actual financing mechanisms used in Russia, given the specificities of Russian laws and the challenges of the Russian business environment. The article also refers to certain mezzanine practices from the United States and Europe to provide comparative contexts or illustrations. The interest in mezzanine financing is due to the ability of an investor to obtain a higher return on invested capital than bank financing, without taking over the risks associated with equity participation, as well as by a number of benefits for a borrower, namely: the options and shareholders` pact regarding the SPV are, in most cases, , developed and regulated in accordance with English law to ensure that mechanisms that have been extensively tested in many mezzanine operations are properly documented and fully applicable in developed countries, which is not feasible in the Russian legal system.