-----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, SMiFbLnA5zTiLtfe62gW2I+xp84FXi+aaj9hnoHEHvnPSKG0bGkCj5qoOZ4h+ShJ UItWyVV93zGkHKKXkePCOg== 0000903423-07-000613.txt : 20070621 0000903423-07-000613.hdr.sgml : 20070621 20070621154117 ACCESSION NUMBER: 0000903423-07-000613 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070620 FILED AS OF DATE: 20070621 DATE AS OF CHANGE: 20070621 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NORTEL NETWORKS CORP CENTRAL INDEX KEY: 0000072911 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE & TELEGRAPH APPARATUS [3661] IRS NUMBER: 980535482 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ATTN: CORPORATE SECRETARY STREET 2: 195 THE WEST MALL CITY: TORONTO STATE: A6 ZIP: M9C 5K1 BUSINESS PHONE: 9058637000 MAIL ADDRESS: STREET 1: ATTN: CORPORATE SECRETARY STREET 2: 195 THE WEST MALL CITY: TORONTO STATE: A6 ZIP: M9C 5K1 FORMER COMPANY: FORMER CONFORMED NAME: NORTHERN TELECOM LTD DATE OF NAME CHANGE: 19940831 FORMER COMPANY: FORMER CONFORMED NAME: NORTHERN ELECTRIC CO LTD DATE OF NAME CHANGE: 19760324 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: STEVENSON KATHARINE BERGHUIS CENTRAL INDEX KEY: 0001232227 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-07260 FILM NUMBER: 07933783 BUSINESS ADDRESS: STREET 1: C/O NORTEL NETWORKS STREET 2: 8200 DIXIE ROAD STE 100 CITY: BRAMPTON ONTARIO STATE: A6 ZIP: L6T 5P6 BUSINESS PHONE: 9058631160 MAIL ADDRESS: STREET 1: C/O NORTEL NETWORKS CORPORATION STREET 2: 8200 DIXIE ROAD STE 100 CITY: BRAMPTON ONTARIO STATE: A6 ZIP: L6T 5P6 4 1 stevenson-f4_0619ex.xml X0202 4 2007-06-20 0 0000072911 NORTEL NETWORKS CORP NT 0001232227 STEVENSON KATHARINE BERGHUIS C/O NORTEL NETWORKS CORPORATION 195 THE WEST MALL TORONTO, ONTARIO M9C 5K1 0 1 0 0 Treasurer Common Shares 2007-06-20 4 S 0 628 25.18 D 3372 D Common Shares 13454 D Common Shares 20 I Held by John Stevenson in trust for son, James Stevenson Common Shares 20 I Held by John Stevenson in trust for daughter, Willa Stevenson Common Shares 3381 D Common Shares 4500 D 03/21/2007 Grant of Options 25.82 2017-03-20 Common Shares 8800 8800 D 06/14/2006 Grant of Options 21.22 2016-06-13 Common Shares 6000 6000 D Investment Fund Units Common Shares 5529.7259 D 01/29/98 Grant of Options 112.88 2008-01-28 Common Shares 3000 3000 D 10/29/98 Grant of Options 101.48 2008-10-28 Common Shares 3400 3400 D 01/27/00 Grant of Options 496.10 2010-01-26 Common Shares 5000 5000 D 01/25/01 Grant of Options 382.53 2011-01-24 Common Shares 5000 5000 D 02/28/02 Grant of Options 51.54 2012-02-27 Common Shares 22500 22500 D 09/07/2005 Grant of Options 31.86 2015-09-06 Common Shares 22000 22000 D Mandatory and automatic open market sale of common shares to pay applicable withholding taxes upon the vesting of restricted stock units. Represents the per share sale price of $26.81 Cdn. as converted into U.S. dollars using the noon rate of exchange of the Bank of Canada on the date of sale. Restricted stock units awarded pursuant to the Nortel 2005 Stock Incentive Plan as part of a grant of 4,000 restricted stock units that vest in three equal annual installments beginning on June 14, 2007 and are settled in Nortel Networks Corporation common shares upon vesting. These shares are held by members of Mrs. Stevenson's immediate family residing in her household. Mrs. Stevenson disclaims beneficial ownership of such shares. Restricted stock units awarded pursuant to the Nortel 2005 Stock Incentive Plan as part of a grant of 4,000 restricted stock units that vest in three equal annual installments beginning on September 7, 2006 and are settled in Nortel Networks Corporation common shares upon vesting. 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. The reported options were granted pursuant to the Nortel 2005 Stock Incentive Plan. Represents the exercise price of $29.9 Cdn. as converted into U.S. Dollars using the noon rate of exchange of the Bank of Canada on the date of grant. The reported options vest in four equal annual installments beginning on the first anniversary of the date of grant. Represents the exercise price of $23.6 Cdn. as converted into U.S. dollars using the noon rate of exchange of the Bank of Canada on the date of grant. 5,529.7259 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 "Canadian Stock Fund") including the deduction of investment management fees and applicable taxes pursuant to the Nortel Networks Limited Investment Plan for Employees - Canada (the "Canadian Investment Plan") as of June 15, 2007. Each company stock fund unit represents one Nortel Networks Corporation ("NNC") common share and the price of each stock fund unit equals the closing price of one share of NNC common stock on the Toronto Stock Exchange on the applicable date. The Canadian Investment Plan is administered by Sun Life Assurance Company of Canada. The reported options were granted pursuant to the Nortel Networks Corporation 1986 Stock Option Plan As Amended and Restated (the "1986 Stock Option Plan"). The reported options are currently vested. Represents the exercise price of $165.25 Cdn. as converted into U.S. dollars using the noon rate of exchange of the Bank of Canada on the date of grant. Represents the exercise price of $157.25 Cdn. as converted into U.S. dollars using the noon rate of exchange of the Bank of Canada on the date of grant. Represents the exercise price of $711.45 Cdn. as converted into U.S. dollars using the noon rate of exchange of the Bank of Canada on the date of grant. The reported options were granted pursuant to the Nortel Networks Corporation 2000 Stock Option Plan. Represents the exercise price of of $576.7 Cdn. as converted into U.S. dollars using the noon rate of exchnage of the Bank of Canada on the date of grant. Represents the exercise price of $82.7 Cdn. as converted into U.S. dollars using the noon rate of exchange of the Bank of Canada on the date of grant. Represents the exercise price of $37.8 Cdn. as converted into U.S. dollars using the noon rate of exchange of the Bank of Canada on the date of grant. D. M. Parker, Attorney for Katharine Berghuis Stevenson 2007-06-21 EX-24 2 stevenson-poa_0619.htm

POWER OF ATTORNEY

I, the undersigned, hereby constitute and appoint any one of M.S. Arnold, T.S.J. Connelly McGilley, G.A. Davies, A. Islam, D.M. Parker, P.E. Simeon, S. Vaccaro and A. Ventresca, my true and lawful attorney for me and in my name to sign or certify and file, or cause to be filed, with the appropriate authority any and all reports or profiles, in paper format or electronic format, relating to my ownership, direction, control or trading in the securities of Nortel Networks Corporation (hereinafter referred to as the “Corporation”) and/or any of the Corporation’s subsidiaries, affiliates, associates, and/or any company of which any of the foregoing corporations is an insider, which are required to be filed pursuant to the provisions of the Canada Business Corporations Act, the Securities Act (Ontario) or similar legislation of all or any of the provinces of Canada, and the regulations made pursuant thereto, the Securities Exchange Act of 1934 of the United States of America, and regulations and rules made pursuant thereto, and/or the laws, regulations and rules of any other jurisdictions in which such reports or profiles must be filed, as a consequence of my being, or being deemed to be, an insider of the Corporation and/or any of the Corporation’s subsidiaries, affiliates, associates, and/or any company of which any of the foregoing corporations is an insider. I hereby revoke any power of attorney heretofore made in this regard. This power of attorney shall remain effective until revoked in writing.

DATED at Toronto , Ontario . (City/Town) (State/Province)

This 22nd day of May 2007 . (day) (month/year)
	/s/ K.B. Stevenson Signature
	K.B. Stevenson (Please print full name)
WITNESS: /s/ Carol Tkaczyk (Signature)
Carol Tkaczyk (Please print full name)

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