SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

BARRIOS ALVIO SILVIO

(Last)

(First)

(Middle)

C/O NORTEL NETWORKS CORPORATION

195 THE WEST MALL

(Street)

TORONTO, ONTARIO

M9C 5K1

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/01/2007

3. Issuer Name and Ticker or Trading Symbol
NORTEL NETWORKS CORP [ NT ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President, CALA

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	2,000⁽¹⁾	D
Common Stock	2,250⁽²⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Investment Fund Units⁽³⁾	⁽³⁾	⁽³⁾	Common Shares	187.7217	⁽³⁾	D
10/29/98 Grant of Options⁽⁴⁾	⁽⁵⁾	10/28/2008	Common Shares	66	$101.48	D
9/23/99 Grant of Options⁽⁴⁾	⁽⁵⁾	09/22/2009	Common Shares	1,100	$239.7	D
1/29/02 Grant of Options⁽⁴⁾	⁽⁵⁾	03/27/2010	Common Shares	200	$71.6	D
1/29/02 Grant of Options⁽⁴⁾	⁽⁵⁾	06/28/2010	Common Shares	466	$71.6	D
1/29/02 Grant of Options⁽⁶⁾	⁽⁵⁾	10/26/2010	Common Shares	233	$71.6	D
1/29/02 Grant of Options⁽⁶⁾	⁽⁵⁾	06/18/2011	Common Shares	450	$71.6	D
3/11/02 Grant of Options⁽⁴⁾	⁽⁵⁾	03/10/2012	Common Shares	1,700	$59.6	D
2/7/03 Grant of Options⁽⁶⁾	⁽⁵⁾	02/06/2013	Common Shares	4,500	$23.5	D
2/5/04 Grant of Options⁽⁴⁾	⁽⁷⁾	02/04/2014	Common Shares	2,500	$76.6	D
7/19/05 Grant of Options⁽⁶⁾	⁽⁷⁾	07/18/2015	Common Shares	3,500	$27.8	D
6/14/06 Grant of Options⁽⁸⁾	⁽⁷⁾	06/13/2016	Common Shares	2,500	$21.2	D
3/21/07 Grant of Options⁽⁸⁾	⁽⁷⁾	03/20/2017	Common Shares	4,500	$25.82	D

Explanation of Responses:

1. Restricted stock units awarded pursuant to the Nortel 2005 Stock Incentive Plan that vest in three equal annual installments beginning on June 14, 2007 and are settled in Nortel Networks Corporation common shares upon vesting, net of tax withholding.

2. Restricted stock units awarded pursuant to the Nortel 2005 Stock Incentive Plan that vest in three equal annual installments beginning on March 21, 2008 and are settled in Nortel Networks Corporation common shares upon vesting, net of tax withholding.

3. 6,375.7997 company stock fund units are held in the participant's account as a result of the participant's contributions, vested company contributions and/or investment earnings thereon invested in the company stock fund (the "Stock Fund") pursuant to the Nortel Networks Long-Term Investment Plan (the "U.S. Investment Plan"), as of June 1, 2007. The Stock Fund invests primarily in common shares of Nortel Networks Corporation ("NNC"). As of June 1, 2007, the participant's company stock fund units represent approximately 187.7217 NNC common shares. The U.S. Investment Plan is administered as a unitized fund by Hewitt Associates LLC and the number of shares represented by each unit fluctuates on a daily basis.

4. The reported options were granted pursuant to the Nortel Networks Corporation 1986 Stock Option Plan As Amended and Restated.

5. The reported options are currently vested.

6. The reported options were granted pursuant to the Nortel Networks Corporation 2000 Stock Option Plan.

7. The reported options vest in four equal annual installments beginning on the first anniversary of the date of grant.

8. The reported options were granted pursuant to the Nortel 2005 Stock Incentive Plan.

	T.S.J. Connelly McGilley, Attorney for Alvio S. Barrios	06/04/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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