20-F/A 1 c91472_20f-a.htm KPN 20F - Prepared by Imprima de Bussy

As filed with the Securities and Exchange Commission on March 11, 2005

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 20-F/A

(Amendment No. 1)

o REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF
THE SECURITIES EXCHANGE ACT OF 1934
 
  OR  
ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2004
 
  OR  
o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
 

Commission file number: 1-13980

Koninklijke KPN N.V.

(Exact name of registrant as specified in its charter)

Royal KPN N.V.

(Translation of Registrant's Name into English)

The Netherlands

(Jurisdiction of incorporation or organization)

Maanplein 55
2516 CK The Hague
The Netherlands

(Address of principal executive offices)

Securities registered or to be registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

Title of each class Name of each exchange on which registered


Ordinary Shares
American Depositary Shares
New York Stock Exchange*
New York Stock Exchange
   

   
* The Registrant's Ordinary Shares are not listed for trading, but only in connection with the registration of American Depositary Shares ("ADSs") which are evidenced by American Depositary Receipts ("ADRs").

Securities registered or to be registered pursuant to Section 12(g) of the Securities Exchange Act of 1934:

None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Securities Exchange Act of 1934:

None

Number of outstanding shares of each of the Registrant's classes of capital or common stock as of December 31, 2004, the close of the period covered by the annual report:

  2,329,399,968 Ordinary Shares; and
     
  1 Special Share

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.

Yes  ý   No  o

Indicate by check mark which financial statement item the registrant has elected to follow.

Item 17  o   Item 18   ý
     



EXPLANATORY NOTE

        We are filing this Amendment to our Form 20-F for the fiscal year ended December 31, 2004 originally filed on March 8, 2005 (the “Original Form 20-F”) to include the full text of Exhibit 4.4. No other information in the Original Form 20-F is amended hereby.


SIGNATURES

The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F/A and that it has duly caused and authorized the undersigned to sign this Annual Report on its behalf.

 
KONINKLIJKE KPN N.V.
     
Date: March 11, 2005 By: /s/ AD SCHEEPBOUWER
   
     
   

Ad Scheepbouwer
Chairman of the Board of
Management and CEO