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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-A
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. [X]
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:
333-47901
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which each
to be so registered: classis to be registered:
Instalment Receipts, each of which New York Stock Exchange, Inc.*
represents beneficial interest in
one Ordinary Share, no par value,
of the Registrant.
* Not for trading, but only in connection with the listing of Interim American
Depositary Shares, each of which represents the right to receive eight
Instalment Receipts.
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
Item 1. Description of Registrant's Securities to be Registered.
Telecom Corporation of New Zealand Limited (the "Registrant") hereby
incorporates by reference the description of its securities to be registered
hereunder contained in the Prospectus included in its Registration Statement on
Form F-3 (Registration No. 333-47901) filed with the Securities and Exchange
Commission (the "Commission") on March 13, 1998 under the Securities Act of
1933, as amended, under "Description of Shares," "Description of Instalment
Receipts and Trust Deed," "Description of Interim American Depositary Receipts
and American Depositary Receipts" and "Taxation."
Item 2. Exhibits.
The following exhibits are being filed with the Commission in
connection with this Registration Statement:
1.1 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).
1.2 Form of Trust Deed between Ameritech New Zealand Investments, Inc. and
The New Zealand Guardian Trust Company, as Trustee (incorporated by
reference to Exhibit (b)(2) to the Registration Statement on Form F-6
(Registration No. 333-8514) for Instalment Receipts evidencing rights
to acquire Ordinary Shares, no par value, of the Registrant, filed
with the Commission on March 18, 1998).
1.3 Form of Instalment Receipt Certificate issued by The New Zealand
Guardian Trust Company and Ameritech New Zealand Investments, Inc.
(incorporated by reference to Exhibit (b)(2) to the Registration
Statement on Form F-6 (Registration No. 333-8514) for Instalment
Receipts evidencing rights to acquire Ordinary Shares, no par value,
of the Registrant, filed with the Commission on March 18, 1998).
1.4 Form of Interim Deposit Agreement among Ameritech New Zealand
Investments, Inc., the Registrant, The New Zealand Guardian Trust
Company, as Trustee, The Bank of New York, as Interim Depositary, and
the owners and beneficial owners from time to time of the Interim
American Depositary Receipts issued thereunder (including the Form of
Interim American Depositary Receipt) (incorporated by reference to
Exhibit A(2) to Registration Statement on Form F-6 (Registration No.
333-8476) for Depositary Shares evidenced by American Depositary
Receipts for Ordinary Shares, no par value, of the Registrant, filed
with the Commission on March 16, 1998).
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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 registration statement to be
signed on its behalf by the undersigned, thereto duly authorized.
Date: March 24, 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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