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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-A/A
(Amendment No. 1)
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Telecom Corporation of New Zealand Limited
(Exact Name of Registrant as Specified in its Charter)
New Zealand None
(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
Telecom Networks House
68 Jervois Quay
Wellington, New Zealand
(Address of Principal Executive Office,
including zip code)
If this form relates to the registration of a class of securities pursuant to
Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), please check the following box. [_]
If this form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), please check the following box. [_]
Securities Act registration statement file number to which this form relates:
33-41015
Securities to be registered pursuant to Section 12(b) of the Act: None*
Title of each class Name of each exchange on which each class
to be so registered: is to be registered:
None*
* The Registrant hereby amends its Registration Statement on Form 8-A filed
with the Securities and Exchange Commission on July 1, 1991 relating to its
Ordinary Shares.
Securities to be registered pursuant to Section 12(g) of the Act: None
None
(Title of Class)
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
Telecom Corporation of New Zealand Limited (the "Registrant") hereby
amends its Registration Statement on Form 8-A filed with the Securities and
Exchange Commission (the "Commission") on July 1, 1991 (the "Form 8-A") relating
to its Ordinary Shares to reflect reregistration under the Companies Act 1993
(New Zealand) and the related adoption of the Registrant's Constitution.
Item 1. Description of Registrant's Securities to be Registered.
The description of the Registrant's Ordinary Shares contained in Item 1 is
hereby amended and restated as follows:
The Registrant hereby incorporates by reference the portion of the
Prospectus included in its Registration Statement on Form F-3 (Registration No.
333-47901) filed with the Commission on March 13, 1998 under the Securities Act
of 1933, as amended, relating to its Ordinary Shares under "Description of
Shares."
Item 2. Exhibits
Item 2 is hereby amended and restated as follows:
The following exhibits are being filed with the Commission in
connection with this Registration Statement:
1 The Constitution of the Registrant (incorporated by reference to the
Registrant's annual report on Form 20-F for the fiscal year ended
March 31, 1997, filed with the Commission on September 18, 1997).
2 Form of Amended and Restated Deposit Agreement among the Registrant,
The Bank of New York, as Depositary, and the owners and beneficial
owners from time to time of the American Depositary Receipts issued
thereunder (including the Form of American Depositary Receipt)
(incorporated by reference to Exhibit A to Amendment No. 2 to the
Registration Statement on Form F-6 for Depositary Shares evidenced by
American Depositary Receipts for Ordinary Shares of the Registrant,
filed with the Commission on March 15, 1997).
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the Registrant has duly caused this Amendment No. 1 to the Form 8-A to
be signed on its behalf by the undersigned, thereto duly authorized.
Date: March 26, 1998
TELECOM CORPORATION OF NEW ZEALAND LIMITED
By: /s/ M R Gillespie
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Name: M R Gillespie
Title: Company Secretary
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