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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 20-F/A
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REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR
(g) OF THE SECURITIES
EXCHANGE ACT OF 1934 |
OR
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2005
OR
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934 |
OR
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SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934 |
For the transition period
from to .
Commission file number: 0-31054
Telenor ASA
(Exact name of Registrant as specified in its charter)
Norway
(Jurisdiction of incorporation or organization)
Snarøyveien 30, N-1331 Fornebu, Norway
(Address of principal executive offices)
Securities registered or to be registered pursuant to
Section 12(b) of the Act: None
Securities registered or to be registered pursuant to
Section 12(g) of the Act: Ordinary Shares, nominal value
NOK 6.00 per share
Securities for which there is a reporting obligation pursuant to
Section 15(d) of the Act: None
The number of outstanding shares
of each of the issuer’s classes of capital or common stock
as of December 31, 2005: 1,706,570,293 Ordinary Shares,
nominal value NOK 6.00 per share.
Indicate by check mark if the
registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act.
Yes þ No o
If this report is an annual or
transition report, indicate by check mark if the registrant is
not required to file reports pursuant to Section 13 or
15(d) of the Securities Exchange Act of 1934.
Yes o No þ
Indicate by check mark whether the
Registrant (1) has filed all reports required to be filed
by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter
period that the Registrant was required to file such reports)
and (2) has been subject to such filing requirements for
the past 90 days.
Yes þ No o
Indicate by check mark which
financial statement item the registrant has elected to follow.
Item 17 o Item 18 þ
Indicate by check mark whether the
registrant is a large accelerated filer, an accelerated filer or
a non-accelerated filer.
Large Accelerated
Filer Accelerated
Filer Non-Accelerated
Filer þ
If this is an annual report,
indicate by check mark whether the registrant is a shell company
(as defined in
Rule 12b-2 of the
Exchange Act).
Yes o No þ
EXPLANATORY NOTE
This Form 20-F/A is provided solely to correct a typographical error that appeared within
certifications of Trond Ø. Westlie and Jon Fredrik Baksaas pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18 of the
United States Code). The certifications were furnished with the Form 20-F on April 6, 2006.
The typographical error occurred in the preparation of the final electronic version of the Form
20-F prior to the transmission of the Form 20-F to the Securities and Exchange Commission via the
EDGAR system. Certifications with original signatures of Mr. Westlie and Mr. Baksaas dated April 6,
2006 exist and do not contain this typographical error.
This Form 20-F/A makes no changes to the financial statements of Telenor ASA as contained in the
Form 20-F. Other than as set forth above, this Form 20-F/A does not, and does not purport to,
amend, update or restate the information in any other Item of the Form 20-F or reflect any events
that have occurred after the Form 20-F was filed on April 6, 2006.
ITEM 19: EXHIBITS
The following exhibit is included herein:
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(13)
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Certifications pursuant to Section 906 of the Sarbanes Oxley-Act of 2002. |
SIGNATURE
The registrant hereby certifies that it meets all of the
requirements for filing on
Form 20-F and that
it has duly caused and authorized the undersigned to sign this
annual report on its behalf.
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Trond Ø. Westlie |
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Chief Financial Officer |
Date: June 19, 2006