-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, U9i1HcDVg0gQGoKf9OzHZbCHhU9crMiE31176obHS+BW2KOizHJeYMQwHANVv2QP N4xbc3Hobc9KDUMyOVS8xA== 0001008288-06-000004.txt : 20060210 0001008288-06-000004.hdr.sgml : 20060210 20060210062229 ACCESSION NUMBER: 0001008288-06-000004 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060210 DATE AS OF CHANGE: 20060210 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: KONINKLIJKE KPN N V CENTRAL INDEX KEY: 0001001474 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-48506 FILM NUMBER: 06595315 BUSINESS ADDRESS: STREET 1: MAANPLEIN 55 CITY: THE HAGUE STATE: P7 ZIP: 2516 CK MAIL ADDRESS: STREET 1: P.O. BOX 30000 CITY: THE HAGUE STATE: P7 ZIP: 2500 GA FORMER COMPANY: FORMER CONFORMED NAME: ROYAL PTT NEDERLAND N V DATE OF NAME CHANGE: 19950927 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: STATE OF THE NETHERLANDS CENTRAL INDEX KEY: 0001008288 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: KORTE VOORHOUT 7 CITY: THE HAGUE NETHERLANDS STATE: P7 ZIP: 2514CW BUSINESS PHONE: 01131703428793 MAIL ADDRESS: STREET 1: KORTE VOORHOUT 7 CITY: THE HAGUE NETHERLANDS STATE: P7 ZIP: 2514 CW SC 13G/A 1 kpnschedule13g020906.txt AMENDMENT 3 TO SCH 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3) Koninklijke KPN N.V. ________________________________________ (Name of Issuer) Ordinary Shares, par value Euro 0.24 ________________________________________ (Title of Class of Securities) 780641205 ________________________________________ (CUSIP Number) February 10 and December 6, 2005 ________________________________________ (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [_] Rule 13d-1(b) [_] Rule 13d-1(c) [X] Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Page 2 of 5 CUSIP No. 780641205 1 Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) State of the Netherlands (FN1) 2 Check the Appropriate Box if a Member of a Group (See Instructions) (a) [ ] (b) [ ] 3 SEC Use Only 4 Citizenship or Place of Organization The Netherlands Number of Shares Beneficially Owned by Each Reporting Person With 5 Sole Voting Power 166,966,893 FN2 6 Shared Voting Power 0 7 Sole Dispositive Power 166,966,893 FN2 8 Shared Dispositive Power 0 9 Aggregate Amount Beneficially Owned by Each Reporting Person 166,966,893 FN2 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) 11 Percent of Class Represented by Amount in Row (9) 7.8% FN3 12 Type of Reporting Person (See Instructions) 00 ________________________________________ FN1 Acting solely through its duly authorized representative, the Ministry of Finance. FN2 This Amendment No. 3 to the Schedule 13G is being filed pursuant to Rule 13d-1(d) and Rule 13d2-(b), and the share ownership amount indicated herein relates to the number of Ordinary Shares held by the State of the Netherlands as of the date of this filing. FN3 Based on Ordinary Shares outstanding as disclosed by the Issuer in its most recent publicly available filings in the Netherlands. Page 3 of 5 CUSIP No. 780641205 This Amendment No. 3 amends and supplements the Schedule 13G of The State of the Netherlands, acting through its duly authorized representative of the Ministry of Finance, filed with the U.S. Securities and Exchange Commission on February 14, 1996, as previously amended by Amendment No. 1 thereto filed on September 9, 2003 and Amendment No.2 thereto filed on February 12, 2004, with respect to the Ordinary Shares of Koninklijke KPN N.V.(formerly Koninklijke PTT Nederland N.V.), a Netherlands corporation, beneficially owned by The State of the Netherlands. Item 1. Name of Issuer: (a) Koninklijke KPN N.V. (formerly Koninklijke PTT Nederland N.V.) (b) Address of Issuers Principal Executive Offices: Maanplein 55, 2516 CK, The Hague, The Netherlands PO Box 30,000, 2500 GA, The Hague, The Netherlands Item 2. (a) Name of Person Filing: The State of the Netherlands, acting through its duly authorized representative, the Ministry of Finance (b) Address of Principal Business Office or, if none, Residence: Korte Voorhout 7, 2514 CW Den Haag, The Netherlands (Ministry of Finance) (c) Citizenship: The Netherlands (d) Title of Class of Securities: Ordinary Shares, par value Euro 0.24 (e) CUSIP Number: The Ordinary Shares, which are not traded on U.S. markets, have not been assigned a CUSIP number. The CUSIP number for the related American Depositary Shares is 780641205 Item 3. If this statement is filed pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: N/A Item 4. Ownership (a) Amount beneficially owned: 166,966,893 FN4 (b) Percent of class: 7.8% FN5 FN4 This Amendment No. 3 to the Schedule 13G is being filed pursuant to Rule 13d-1(d) and Rule 13d2-(b), and the share ownership amount indicated herein relates to the number of Ordinary Shares held by the State of the Netherlands as of the date of this filing. FN5 Based on Ordinary Shares outstanding as disclosed by the Issuer in its most recent publicly available filings in the Netherlands. Page 4 of 5 CUSIP No. 780641205 (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 166,966,893 FN6 (ii) Shared power to vote or to direct the vote: 0 (iii) Sole power to dispose or to direct the disposition of: 166,966,893 FN6 (iv) Shared power to dispose or to direct the disposition of: 0 Item 5. Ownership of Five Percent or Less of a Class N/A Item 6. Ownership of More than Five Percent on Behalf of Another Person N/A Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person N/A Item 8. Identification and Classification of Members of the Group N/A Item 9. Notice of Dissolution of Group N/A Item 10.Certification N/A FN6 This Amendment No. 3 to the Schedule 13G is being filed pursuant to Rule 13d-1(d) and Rule 13d2-(b), and the share ownership amount indicated herein relates to the number of Ordinary Shares held by the State of the Netherlands as of the date of this filing. Page 5 of 5 CUSIP No. 780641205 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: 10 February 2006 STATE OF THE NETHERLANDS Acting through its duly authorized representative of the Ministry of Finance By: /s/ ___________ Name: Mr. J.P. Schaay Title: Deputy Director -----END PRIVACY-ENHANCED MESSAGE-----