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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report
(date of earliest event reported)
August 15, 2000
NORTEL NETWORKS CORPORATION
____________________________________________________
(Exact name of registrant as specified in its charter)
CANADA 1-7260 not applicable
____________________________ ____________ _________________
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
8200 Dixie Road, Suite 100, Brampton, Ontario, Canada L6T 5P6
_____________________________________________________ __________
(address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (905) 863-0000.
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The undersigned registrant hereby amends the following items, financial
statements, exhibits or other portions of its Current Report on Form 8-K, dated
and filed August 15, 2000, as amended by the Form 8-K/A, dated August 25, 2000
and filed August 28, 2000, as follows:
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS
(a) & (b) Financial Statements of Business Acquired and Pro
Forma Financial Information
On August 15, 2000, the Registrant filed with the Securities and
Exchange Commission (the "Commission") a Registration Statement
on Form S-4 in connection with the proposed acquisition of
Alteon WebSystems, Inc. (the "Alteon Registration Statement"),
which included unaudited pro forma condensed combined financial
information of the Registrant (the "Pro Forma Financial
Information") and audited consolidated financial statements of
Alteon WebSystems, Inc. for the years ended June 30, 2000, 1999
and 1998 (the "Alteon Financial Statements").
On August 28, 2000, the Registrant filed with the Commission
Amendment No. 1 to the Alteon Registration Statement, which
included amended unaudited pro forma condensed combined
financial information of the Registrant (the "Amended Pro Forma
Financial Information"). The Amended Pro Forma Financial
Information was previously filed hereto.
Attached hereto as Exhibit 99.3 is the Alteon Financial
Statements.
(c) Exhibits
Exhibit No. Description
23.1 Consent of Deloitte & Touche LLP, Independent
Auditors.
99.1 Press release dated July 28, 2000 (previously
filed as Exhibit A to the Form 8-K filed
August 15, 2000).
99.2 Amended Pro Forma Financial Information
(previously filed as Exhibit A to the Form
8-K/A filed August 28, 2000)
99.3 Alteon Financial Statements.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
NORTEL NETWORKS CORPORATION
By: /s/ D.J. Noble
-------------------------
D.J. Noble
Corporate Secretary
By: /s/ B.F. Morrison
-------------------------
B.F. Morrison
Assistant Secretary
Dated: October 20, 2000
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INDEX TO EXHIBITS
Exhibit No. Description
----------- -----------
23.1 Consent of Deloitte & Touche LLP, Independent Auditors.
99.1 Press Release dated July 28, 2000 (previously filed as
Exhibit A to the Form 8-K filed August 15, 2000).
99.2 Amended Pro Forma Financial Information (previously filed as
Exhibit A to the Form 8-K/A filed August 28, 2000)
99.3 Alteon Financial Statements.
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