UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)

Compañía Anónima Nacional Teléfonos De Venezuela (CANTV) (the “Issuer”)

(Name of Issuer)

Class D Common Shares

Nominal Value Bs. 36.90182224915 Per Share (the “Class D Shares”)

American Depositary Shares, Each Representing Seven Class D Shares (the “ADSs”)

(Title of Class of Securities)

P3055Q103 (Class D Shares); 204421101 (ADSs)
(CUSIP Number)

Rafael Robles Miaja

Galicia y Robles, S.C.

Boulevard Manuel Ávila Camacho 24

Torre Del Bosque

Piso 7

Colonia Lomas de Chapultepec

México, D.F. 11000, Mexico

(5255) 5440-9225

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

February 8, 2007
(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box o.

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on 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).

(Continued on the following pages)

(Page 1 of 17)


	1

CUSIP No. P3055Q103 (Class D); 204421101 (ADSs)

13D

Page 2 of 17

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Carlos Slim Helú
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) o
3	SEC USE ONLY
4	SOURCE OF FUNDS AF (See Item 3)
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)o
6	CITIZENSHIP OR PLACE OF ORGANIZATION México
NUMBER OF SHARES		7	SOLE VOTING POWER 0 (See Item 5)
BENEFICIALLY OWNED BY		8	SHARED VOTING POWER ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
EACH REPORTING PERSON		9	SOLE DISPOSITIVE POWER 0 (See Item 5)
WITH		10	SHARED DISPOSITIVE POWER ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.4% (See Item 5)
14	TYPE OF REPORTING PERSON IN

CUSIP No. P3055Q103 (Class D); 204421101 (ADSs)

13D

Page 3 of 17

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Carlos Slim Domit
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) o
3	SEC USE ONLY
4	SOURCE OF FUNDS AF (See Item 3)
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)o
6	CITIZENSHIP OR PLACE OF ORGANIZATION México
NUMBER OF SHARES		7	SOLE VOTING POWER 0 (See Item 5)
BENEFICIALLY OWNED BY		8	SHARED VOTING POWER ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
EACH REPORTING PERSON		9	SOLE DISPOSITIVE POWER 0 (See Item 5)
WITH		10	SHARED DISPOSITIVE POWER ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.4% (See Item 5)
14	TYPE OF REPORTING PERSON IN

CUSIP No. P3055Q103 (Class D); 204421101 (ADSs)

13D

Page 4 of 17

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Marco Antonio Slim Domit
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) o
3	SEC USE ONLY
4	SOURCE OF FUNDS AF (See Item 3)
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)o
6	CITIZENSHIP OR PLACE OF ORGANIZATION México
NUMBER OF SHARES		7	SOLE VOTING POWER 0 (See Item 5)
BENEFICIALLY OWNED BY		8	SHARED VOTING POWER ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
EACH REPORTING PERSON		9	SOLE DISPOSITIVE POWER 0 (See Item 5)
WITH		10	SHARED DISPOSITIVE POWER ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.4% (See Item 5)
14	TYPE OF REPORTING PERSON IN

CUSIP No. P3055Q103 (Class D); 204421101 (ADSs)

13D

Page 5 of 17

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Patrick Slim Domit
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) o
3	SEC USE ONLY
4	SOURCE OF FUNDS AF (See Item 3)
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)o
6	CITIZENSHIP OR PLACE OF ORGANIZATION México
NUMBER OF SHARES		7	SOLE VOTING POWER 0 (See Item 5)
BENEFICIALLY OWNED BY		8	SHARED VOTING POWER ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
EACH REPORTING PERSON		9	SOLE DISPOSITIVE POWER 0 (See Item 5)
WITH		10	SHARED DISPOSITIVE POWER ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.4% (See Item 5)
14	TYPE OF REPORTING PERSON IN

CUSIP No. P3055Q103 (Class D); 204421101 (ADSs)

13D

Page 6 of 17

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) María Soumaya Slim Domit
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) o
3	SEC USE ONLY
4	SOURCE OF FUNDS AF (See Item 3)
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)o
6	CITIZENSHIP OR PLACE OF ORGANIZATION México
NUMBER OF SHARES		7	SOLE VOTING POWER 0 (See Item 5)
BENEFICIALLY OWNED BY		8	SHARED VOTING POWER ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
EACH REPORTING PERSON		9	SOLE DISPOSITIVE POWER 0 (See Item 5)
WITH		10	SHARED DISPOSITIVE POWER ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.4% (See Item 5)
14	TYPE OF REPORTING PERSON IN

CUSIP No. P3055Q103 (Class D); 204421101 (ADSs)

13D

Page 7 of 17

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Vanessa Paola Slim Domit
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) o
3	SEC USE ONLY
4	SOURCE OF FUNDS AF (See Item 3)
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)o
6	CITIZENSHIP OR PLACE OF ORGANIZATION México
NUMBER OF SHARES		7	SOLE VOTING POWER 0 (See Item 5)
BENEFICIALLY OWNED BY		8	SHARED VOTING POWER ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
EACH REPORTING PERSON		9	SOLE DISPOSITIVE POWER 0 (See Item 5)
WITH		10	SHARED DISPOSITIVE POWER ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.4% (See Item 5)
14	TYPE OF REPORTING PERSON IN

CUSIP No. P3055Q103 (Class D); 204421101 (ADSs)

13D

Page 8 of 17

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Johanna Monique Slim Domit
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) o
3	SEC USE ONLY
4	SOURCE OF FUNDS AF (See Item 3)
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)o
6	CITIZENSHIP OR PLACE OF ORGANIZATION México
NUMBER OF SHARES		7	SOLE VOTING POWER 0 (See Item 5)
BENEFICIALLY OWNED BY		8	SHARED VOTING POWER ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
EACH REPORTING PERSON		9	SOLE DISPOSITIVE POWER 0 (See Item 5)
WITH		10	SHARED DISPOSITIVE POWER ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.4% (See Item 5)
14	TYPE OF REPORTING PERSON IN

CUSIP No. P3055Q103 (Class D); 204421101 (ADSs)

13D

Page 9 of 17

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Carso Global Telecom, S.A.B. de C.V.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) o
3	SEC USE ONLY
4	SOURCE OF FUNDS AF (See Item 3)
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)o
6	CITIZENSHIP OR PLACE OF ORGANIZATION México
NUMBER OF SHARES		7	SOLE VOTING POWER 0
BENEFICIALLY OWNED BY		8	SHARED VOTING POWER 0 (See Item 5)
EACH REPORTING PERSON		9	SOLE DISPOSITIVE POWER 0
WITH		10	SHARED DISPOSITIVE POWER 0
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 (See Item 5)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.0% (See Item 5)
14	TYPE OF REPORTING PERSON HC

CUSIP No. P3055Q103 (Class D); 204421101 (ADSs)

13D

Page 10 of 17

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Teléfonos de México, S.A.B. de C.V.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) o
3	SEC USE ONLY
4	SOURCE OF FUNDS OO (See Item 3)
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)o
6	CITIZENSHIP OR PLACE OF ORGANIZATION México
NUMBER OF SHARES		7	SOLE VOTING POWER 0
BENEFICIALLY OWNED BY		8	SHARED VOTING POWER 0 (See Item 5)
EACH REPORTING PERSON		9	SOLE DISPOSITIVE POWER 0
WITH		10	SHARED DISPOSITIVE POWER 0
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 (See Item 5)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.0% (See Item 5)
14	TYPE OF REPORTING PERSON CO

CUSIP No. P3055Q103 (Class D); 204421101 (ADSs)

13D

Page 11 of 17

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) América Móvil, S.A.B. de C.V.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) o
3	SEC USE ONLY
4	SOURCE OF FUNDS OO (See Item 3)
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)o
6	CITIZENSHIP OR PLACE OF ORGANIZATION México
NUMBER OF SHARES		7	SOLE VOTING POWER 0
BENEFICIALLY OWNED BY		8	SHARED VOTING POWER 0 (See Item 5)
EACH REPORTING PERSON		9	SOLE DISPOSITIVE POWER 0
WITH		10	SHARED DISPOSITIVE POWER 0
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 (See Item 5)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.0% (See Item 5)
14	TYPE OF REPORTING PERSON HC

CUSIP No. P3055Q103 (Class D); 204421101 (ADSs)

13D

Page 12 of 17

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Inmobiliaria Carso, S.A. de C.V.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) o
3	SEC USE ONLY
4	SOURCE OF FUNDS WC (See Item 3)
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)o
6	CITIZENSHIP OR PLACE OF ORGANIZATION México
NUMBER OF SHARES		7	SOLE VOTING POWER 0
BENEFICIALLY OWNED BY		8	SHARED VOTING POWER ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
EACH REPORTING PERSON		9	SOLE DISPOSITIVE POWER 0
WITH		10	SHARED DISPOSITIVE POWER ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON ADSs: 2,700,000 (which represents 18,900,000 Class D Shares) (See Item 5)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.4% (See Item 5)
14	TYPE OF REPORTING PERSON HC

CUSIP No. P3055Q103 (Class D); 204421101 (ADSs)

13D

Page 13 of 17

Item 1.

Security and Issuer.

This Amendment No. 4 (the “Fourth Amendment”) amends the initial Schedule 13D (the “Schedule 13D”) filed on April 12, 2006, with the Securities and Exchange Commission (the “Commission”), by the Reporting Persons (as defined in the Schedule 13D), with respect to the Class D Shares and the ADSs of Compañía Anónima Nacional Teléfonos De Venezuela (CANTV) (“CANTV” or the “Issuer”), with each ADS representing seven Class D Shares. Capitalized terms used but not otherwise defined in this Fourth Amendment have the meanings ascribed to such terms in the Schedule 13D.

Item 2.

Identity and Background.

The description contained herein supplements Item 2 in the Schedule 13D and should be read in conjunction therewith.

On January 8, 2007, América Telecom was merged into América Movil. Consequently, América Telecom is no longer a Reporting Person.

Item 3.

Source and Amount of Funds or Other Consideration.

Not applicable.

Item 4.

Purpose of the Transaction.

The information set forth under Item 5 of this Fourth Amendment is incorporated herein by reference.

Item 5.

Interest in Securities of the Issuer.

(a) – (c) (1) CGT, Telmex and América Móvil. On February 8, 2007, the JV and the Verizon Subsidiaries agreed to terminate the Stock Purchase Agreement. As a result of the termination of the Stock Purchase Agreement, as of February 8, 2007, CGT, Telmex and América Movil no longer beneficially own any shares of CANTV.

(2) Inmobiliaria. Inmobiliaria directly holds 2,700,000 ADSs, which represent 18,900,000 Class D Shares in the aggregate (as each ADS represents seven Class D Shares), which is approximately 4.4% of the issued and outstanding Class D Shares of the Issuer (the percentage of Class D Shares owned being based upon 432,159,197 Class D Shares outstanding as of May 31, 2006, as set forth in the Form 20-F filed with the Commission on June 30, 2006). Inmobiliaria has shared power to vote and dispose of the ADSs held by it.

(3) The Slim Family. The Slim Family, as a result of the ADSs owned by Inmobiliaria, may be deemed to beneficially own 2,700,000 ADSs, which represent 18,900,000 Class D Shares in the aggregate (as each ADS represents seven Class D Shares), which is approximately 4.4% of the issued and outstanding Class D Shares of the Issuer (the percentage of Class D Shares owned being based upon 432,159,197 Class D Shares outstanding as of May 31, 2006, as set forth in the Form 20-F filed with the Commission on June 30, 2006). The Slim

CUSIP No. P3055Q103 (Class D); 204421101 (ADSs)

13D

Page 14 of 17

Family may be deemed to have shared power to vote and dispose of the ADSs that are held by Inmobiliaria.

A copy of the agreement terminating the Stock Purchase Agreement, attached as Exhibit 99.9 hereto, is incorporated herein by reference.

(d) Not applicable.

(e) This statement is being filed to report that as of February 8, 2007, the Reporting Persons have ceased to be the beneficial owners of more than 5% of a class of securities covered by this report.

Item 6.

Contracts, Arrangements, Understandings or Relationships With Respect to

Securities of the Issuer.

The information set forth under Item 5 of this Fourth Amendment is incorporated herein by reference.

CUSIP No. P3055Q103 (Class D); 204421101 (ADSs)

13D

Page 15 of 17

Item 7.

Material to be Filed as Exhibits

EXHIBIT INDEX

Exhibit Number	Description

99.1*	Press Release, dated April 3, 2006
99.2*	Stock Purchase Agreement, dated as of April 2, 2006, by and among GTE Venezuela S.a.r.l. and Verizon International Holdings Inc., as the Sellers, and Oarsman Investments B.V., as the Buyer
99.3*	Shareholders Agreement of Oarsman Investments B.V., dated as of April 12, 2006, by and among Sercotel, S.A. de C.V. and Controladora de Servicios de Telecomunicaciones, S.A. de C.V.
99.4*	Powers of Attorney
99.5*	Joint Filing Agreement
99.6**	Amendment No. 1 to the Stock Purchase Agreement, dated as of June 30, 2006, by and among GTE Venezuela S.a.r.l. and Verizon International Holdings Inc., as the Sellers, and Oarsman Investments B.V., as the Buyer
99.7***	Amendment No. 2 to the Stock Purchase Agreement, dated as of October 2, 2006, by and among GTE Venezuela S.a.r.l. and Verizon International Holdings Inc., as the Sellers, and Oarsman Investments B.V., as the Buyer
99.8****	Amendment No. 3 to the Stock Purchase Agreement, dated as of December 29, 2006, by and among GTE Venezuela S.a.r.l. and Verizon International Holdings Inc., as the Sellers, and Oarsman Investments B.V., as the Buyer
99.9	Termination Agreement to the Stock Purchase Agreement, dated as of February 8, 2007, by and among GTE Venezuela S.a.r.l. and Verizon International Holdings Inc. and Oarsman Investments B.V.

*Previously filed as an Exhibit to the Schedule 13D filed with the Commission on April 12, 2006.

**Previously filed as an Exhibit to the First Amendment filed with the Commission on July 10, 2006.

*** Previously filed as an Exhibit to the Second Amendment filed with the Commission on October 3, 2006.

**** Previously filed as an Exhibit to the Third Amendment filed with the Commission on January 3, 2007.

CUSIP No. P3055Q103 (Class D); 204421101 (ADSs)

13D

Page 16 of 17

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.

Carlos Slim Helú

Carlos Slim Domit	By: /s/ Rafael Robles Miaja
	Rafael Robles Miaja
Marco Antonio Slim Domit	Attorney-in-Fact
	February 9, 2007
Patrick Slim Domit

María Soumaya Slim Domit

Vanessa Paola Slim Domit

Johanna Monique Slim Domit

CARSO GLOBAL TELECOM, S.A.B. DE C.V.

By: Armando Ibáñez Vázquez
Title: Attorney-in-Fact

TELÉFONOS DE MÉXICO, S.A.B. DE C.V.

By: Adolfo Cerezo Pérez
Title: Attorney-in-Fact

AMÉRICA MÓVIL, S.A.B. DE C.V.

By: Alejandro Cantú Jiménez
Title: Attorney-in-Fact

CUSIP No. P3055Q103 (Class D); 204421101 (ADSs)

13D

Page 17 of 17

INMOBILIARIA CARSO, S.A. de C.V.

By: Armando Ibáñez Vázquez
Title: Attorney-in-Fact

EX-99.9 2 ammovil13da4-ex999_0209.htm

Exhibit 99.9

TERMINATION AGREEMENT

This TERMINATION AGREEMENT (“Termination Agreement”), dated as of February 8, 2007, is made by the parties hereto to that certain Stock Purchase Agreement, dated as of April 2, 2006, as amended (the “SPA”), by and among GTE Venezuela S.à r.l., a société à responsabilité limitée organized under the laws of the Grand Duchy of Luxembourg (“Lux Seller”), Verizon International Holdings Inc., a Delaware corporation (“Del Seller” and, together with Lux Seller, the “Sellers”), and Oarsman Investments B.V., a besloten vennootschap met beperkte aansprakelijkheid organized under the laws of the Netherlands (the “Buyer”).

RECITALS

	A.	The Closing has not occurred.
	B.	The Sellers and the Buyer wish to terminate the SPA effective immediately except as otherwise provided herein.

In consideration of the foregoing and the mutual covenants and agreements herein contained, and intending to be legally bound hereby, the parties hereto (the “Parties”) agree as follows:

AGREEMENT

1. Capitalized terms used herein and not defined herein shall have the meanings assigned to such terms in the SPA.

2. Except as provided in Section 4 below, the Parties agree that the SPA is terminated effective immediately.

3. Each of the Parties hereby releases each other Party and its Affiliates and the respective Representatives, successors and assigns of each of the foregoing from and against any and all Losses incurred, sustained or suffered by any of the foregoing to the extent arising out of or resulting from the execution, delivery, performance or termination of the SPA, including, without limitation, any Losses arising from:

(a)

any breach of any representation or warranty made by any Party contained in the SPA;

	(b)	any breach of any covenant or agreement by any Party contained in the SPA; and

	(c)	any and all claims, actions, causes of action, or Losses, of any kind and nature, character and description, whether in law or equity, whether sounding in tort, contract or otherwise, whether known or unknown, whether anticipated or unanticipated, and whether past, present or future, in any way arising under the SPA.

4. Notwithstanding anything herein to the contrary, the provisions of Section 5.1 of the SPA relating to confidentiality, Section 5.2 of the SPA relating to public announcements, Section 9.1 of the SPA relating to fees and expenses, Section 9.4 of the SPA relating to notices, Section 9.7 of the SPA relating to third-party beneficiaries, Section 9.8 of the SPA relating to governing law, Section 9.9 of the SPA relating to jurisdiction and service of process, Section 9.10 of the SPA relating to specific performance, Section 9.11 of the SPA relating to waiver of immunity and Section 9.13 of the SPA relating to personal liability shall survive the termination of the SPA pursuant to this Termination Agreement.

5. This Termination Agreement and all disputes or controversies arising out of or relating to this Termination Agreement or the transactions contemplated hereby shall be governed by, and construed in accordance with, the laws of the State of New York. Any dispute or controversy arising out of this Termination Agreement shall be resolved in accordance with the applicable provisions of Article 9 of the SPA as if they were incorporated herein by reference.

6. This Termination Agreement may be executed in any number of counterparts and by each Party on a separate counterpart, each of which when so executed and delivered shall be an original, but all of which together shall constitute one instrument.

[The remainder of this page is intentionally left blank.]

IN WITNESS WHEREOF, the Sellers and the Buyer have caused this Termination Agreement to be executed as of the date first written above by their respective officers thereunto duly authorized.

	GTE VENEZUELA S.Á.R.L

By:	Verizon International Holdings Inc., Its Manager

By:	/s/ Christopher M. Bennett
	Name:	Christopher M. Bennett
	Title:	Vice President – General Counsel


	VERIZON INTERNATIONAL HOLDINGS INC.

By:	/s/ Christopher M. Bennett
	Name:	Christopher M. Bennett
	Title:	Vice President – General Counsel


	OARSMAN INVESTMENTS B.V.

By:	/s/ Sergio Rodríguez Molleda
	Name:	Sergio Rodríguez Molleda
	Title:	Attorney-in-Fact

By:	/s/ Alejandro Cantú Jiménez
	Name:	Alejandro Cantú Jiménez
	Title:	Attorney-in-Fact

The undersigned join as parties to, and acknowledge the terms and provisions of, the foregoing Termination Agreement.

VERIZON COMMUNICATIONS INC.

By:	/s/ John W. Diercksen
	Name:	John W. Diercksen
	Title:	Executive Vice President – Strategy, Development and Planning


TELÉFONOS DE MÉXICO, S.A. DE C.V.

By:	/s/ Sergio Rodríguez Molleda
	Name:	Sergio Rodríguez Molleda
	Title:	Attorney-in-Fact


AMÉRICA MÓVIL, S.A.B. DE C.V.

By:	/s/ Alejandro Cantú Jiménez
	Name:	Alejandro Cantú Jiménez
	Title:	Attorney-in-Fact

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