Registration No. 333-8362
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
______________
POST-EFFECTIVE AMENDMENT NO. 1
to
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
____________
COLT TELECOM GROUP PLC
(Exact name of issuer as specified in its charter)
England and Wales | Not Applicable |
(State or other jurisdiction of | (I.R.S. Employer |
incorporation or organization) | Identification No.) |
Beaufort House
15 St. Botolph Street
London EC3A 7QN, England
+44 (0)20 7390 3900
(Address of Principal Executive Offices including zip code)
_____________
COLT Telecom Group Share Plan
(Full title of the plan)
____________
The Prentice-Hall Corporation System, Inc.
80 State Street
Albany, New York 12207
(518) 433-4740
(Name, address and telephone number of agent for service)
_____________
Copy to:
Karen L. Linsley, Esq.
Sullivan & Worcester LLP
One Post Office Square
Boston, MA 02109
(617) 338-2800
DEREGISTRATION OF ORDINARY SHARES
This Registration Statement relates to the ordinary shares of COLT Telecom Group plc (“COLT”) issuable upon the exercise of options to purchase ordinary shares granted under the COLT Telecom Group Share Plan. This Post-Effective Amendment is being filed by COLT to deregister all ordinary shares registered pursuant to the Registration Statement but remaining unissued as of the date this Post-Effective Amendment No. 1 is filed.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, COLT has duly caused this Post-Effective Amendment No.1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized on June 13, 2006.
COLT TELECOM GROUP PLC
By: /s/ Antony Bates
Antony Bates
Chief Financial Officer
Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and as of June 13, 2006.
/s/ Barry Bateman | /s/ Timothy T. Hilton |
Barry Bateman | Timothy T. Hilton |
Chairman of Board of Directors | Non-Executive Director and |
Non-Executive Director | Authorized U.S. Representative |
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/s/ Antony Bates | |
Andreas Barth | Antony Bates |
Non-Executive Director | Chief Financial Officer and Executive Director |
| (Principal Accounting and Financial Officer) |
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/s/ Vincenzo Damiani | /s/ Jean –Yves Charlier |
Vincenzo Damiani | Jean –Yves Charlier |
Non-Executive Director | Chief Executive Officer |
| President and Executive Director |
| (Principal Executive Officer) |
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|
|
/s/ Hans Eggerstedt | /s/ Richard Walsh |
Hans Eggerstedt | Richard Walsh |
Non-Executive Director | Non-Executive Director |
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/s/ H. Frans van den Hoven | /s/ John J. Remondi |
H. Frans van den Hoven | John J. Remondi |
Non-Executive Director | Non-Executive Director |
|
|
/s/ Robert Hawley |
|
Robert Hawley |
|
Non-Executive Director |
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| |
Gene Gabbard |
|
Non-Executive Director |
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