(Mark One)
| / / | REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 |
OR
| X | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended31 December 2003 |
OR
| / / | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to |
Commission file number0-28970
COLT Telecom Group plc
(Exact name of Registrant as specified in its charter)
England
(Jurisdiction of incorporation or organization)
Beaufort House, 15 St. Botolph Street, London EC3A 7QN, England
(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:
| American Depositary Shares, each representing the right to receive four Ordinary Shares, nominal value 2.5p each; Ordinary Shares, nominal value 2.5p each Warrants to purchase Ordinary Shares, nominal value 2.5p each; and 2% Senior Convertible Notes due 2005. |
Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:None
Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report:
| 1,510,153,743 Ordinary Shares, nominal value 2.5p each |
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. X Yes / / No
Indicate by check mark which financial statement item the registrant has elected to follow. / / Item 17 X Item 18
-1-
This Form 20-F/A has been filed to amend and restate Exhibits 12.1 and 12.2 to our Form 20-F filed on April 30, 2004 in order to make certain corrections in the certifications required by Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as amended. This Form 20-F/A consists of a cover page, this explanatory note and the above described exhibits. This Form 20-F/A does not update or restate any information in our Form 20-F filed on April 30, 2004 other than Exhibits 12.1 and 12.2 or reflect any events that have occurred after the Form 20-F was filed.
| Exhibit Number | Exhibit |
|---|---|
| 12.1 | Certification Required by Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (Furnished herewith.) |
12.2 | Certification Required by Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (Furnished herewith.) |
-2-
Pursuant to the requirements of Section 12 of the Securities Exchange Act 1934, the Registrant certifies that it meets all of the requirements for filing on Form 20-F and has duly caused this amendment to the annual report to be signed on its behalf by the undersigned thereunto duly authorised.
COLT Telecom Group plc
(Registrant)
By: /s/ Jane Forrest
Jane Forrest
Company Secretary
Dated: 22 July 2004
-3-
