-----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, QJrDDUKuZuETY2TcUFx7ITUGUxPoM/xnpIvnDSnFu7r6rq/zdm8HQKgJaeE2phbq XM8vp1CfWtZXL8ykLg2VOQ== 0000314965-99-000187.txt : 19990217 0000314965-99-000187.hdr.sgml : 19990217 ACCESSION NUMBER: 0000314965-99-000187 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990216 GROUP MEMBERS: CAPITAL GUARDIAN TRUST COMPANY GROUP MEMBERS: CAPITAL INTERNATIONAL INC /CA/ GROUP MEMBERS: CAPITAL INTERNATIONAL LIMITED GROUP MEMBERS: CAPITAL INTERNATIONAL S.A. GROUP MEMBERS: EMERGING MARKETS GROWTH FUND, INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TELEFONICA OF ARGENTINA INC CENTRAL INDEX KEY: 0000914242 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 000000000 FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-52425 FILM NUMBER: 99543161 BUSINESS ADDRESS: STREET 1: AVENIDA DE MAYO STREET 2: 701 PISO 23 CITY: BUENOS AIRES 1084 AR STATE: C1 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CAPITAL INTERNATIONAL INC /CA/ CENTRAL INDEX KEY: 0000895213 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 954154361 STATE OF INCORPORATION: CA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 333 SOUTH HOPE ST STREET 2: 55TH FL CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 2134869200 MAIL ADDRESS: STREET 1: 333 SOUTH HOPE ST STREET 2: 55TH FL CITY: LOS ANGELES STATE: CA ZIP: 900711 SC 13G 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20594 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Telefonica of Argentina Inc. (Name of Issuer) American Depositary Shares representing Class B Ordinary Shares (Title of Class of Securities) 879378206 (CUSIP Number) Check the following box if a fee is being paid with this statement [ ]. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1: and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). *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 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). 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Capital Guardian Trust Company 95-2553868 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* The persons making this filing are affiliated entities; (a) however, they disclaim membership in a group for all purposes other than making this joint filing. (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION California 5 SOLE VOTING POWER 17,951,000 6 SHARED VOTING POWER NUMBER OF SHARES NONE BENEFICIALL Y OWNED BY 7 SOLE DISPOSITIVE POWER EACH REPORTING 21,907,000 PERSON WITH 8 SHARED DISPOSITIVE POWER NONE 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 21,907,000 Beneficial ownership disclaimed pursuant to Rule 13d-4 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 2.4% 12 TYPE OF REPORTING PERSON* BK *SEE INSTRUCTION BEFORE FILLING OUT! 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Capital International, Inc. 95-4154361 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* The persons making this filing are affiliated entities; (a) however, they disclaim membership in a group for all purposes other than making this joint filing. (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION California 5 SOLE VOTING POWER 26,510,190 6 SHARED VOTING POWER NUMBER OF SHARES NONE BENEFICIALL Y OWNED BY 7 SOLE DISPOSITIVE POWER EACH REPORTING 109,829,190 PERSON WITH 8 SHARED DISPOSITIVE POWER NONE 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 109,829,190 Beneficial ownership disclaimed pursuant to Rule 13d-4 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 12.0% 12 TYPE OF REPORTING PERSON* IA *SEE INSTRUCTION BEFORE FILLING OUT! 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Emerging Markets Growth Fund, Inc. 95-4026510 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* The persons making this filing are affiliated entities; (a) however, they disclaim membership in a group for all purposes other than making this joint filing. (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Maryland 5 SOLE VOTING POWER 83,319,000 6 SHARED VOTING POWER NUMBER OF SHARES NONE BENEFICIALL Y OWNED BY 7 SOLE DISPOSITIVE POWER EACH REPORTING NONE PERSON WITH 8 SHARED DISPOSITIVE POWER NONE 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 83,319,000 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 9.1% 12 TYPE OF REPORTING PERSON* IV *SEE INSTRUCTION BEFORE FILLING OUT! 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Capital International S.A. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* The persons making this filing are affiliated entities; (a) however, they disclaim membership in a group for all purposes other than making this joint filing. (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Geneva, Switzerland 5 SOLE VOTING POWER 1,599,000 6 SHARED VOTING POWER NUMBER OF SHARES NONE BENEFICIALL Y OWNED BY 7 SOLE DISPOSITIVE POWER EACH REPORTING 1,599,000 PERSON WITH 8 SHARED DISPOSITIVE POWER NONE 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,599,000 Beneficial ownership disclaimed pursuant to Rule 13d-4 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.2% 12 TYPE OF REPORTING PERSON* IA *SEE INSTRUCTION BEFORE FILLING OUT! 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Capital International Limited 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* The persons making this filing are affiliated entities; (a) however, they disclaim membership in a group for all purposes other than making this joint filing. (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United Kingdom 5 SOLE VOTING POWER 1,267,000 6 SHARED VOTING POWER NUMBER OF SHARES NONE BENEFICIALL Y OWNED BY 7 SOLE DISPOSITIVE POWER EACH REPORTING 1,267,000 PERSON WITH 8 SHARED DISPOSITIVE POWER NONE 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,267,000 Beneficial ownership disclaimed pursuant to Rule 13d-4 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.1% 12 TYPE OF REPORTING PERSON* IA *SEE INSTRUCTION BEFORE FILLING OUT! SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Schedule 13G Under the Securities Exchange Act of 1934 Amendment No. Item 1(a) Name of Issuer: Telefonica of Argentina Inc. Item 1(b) Address of Issuer's Principal Executive Offices: Tucuman 1, Piso 18 1049-Buenos Aires Argentina Item 2(a) Name of Person(s) Filing: Emerging Markets Growth Fund, Inc. , Capital Guardian Trust Company, Capital International, Inc., Capital International S.A. and Capital International Limited Item 2(b) Address of Principal Business Office: 11100 Santa Monica Boulevard Los Angeles, CA 90025 Item 2(c) Citizenship: N/A Item 2(d) Title of Class of Securities: American Depositary Shares representing Class B Ordinary Shares Item 2(e) CUSIP Number: 879378206 Item 3 The person(s) filing is(are): (b) [X] Bank as defined in Section 3(a)(6) of the Act. (d) [X] Investment Company registered under Section 8 of the Investment Company Act. (e) [X] Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940. Item 4 Ownership The persons making this filing are affiliated entities; however, they disclaim membership in a group for all purposes other than making this joint filing. Emerging Markets Growth Fund, Inc. , an investment company registered under the Investment Company Act of 1940, which is advised by Capital International, Inc., is the beneficial owner of 83,319,000 shares or 9.1% of the Class B shares believed to be outstanding. Capital Guardian Trust Company, a bank as defined in Section 3(a)6 of the Act is deemed to be the beneficial owner of 21,907,000 shares or 2.4% of the Class B shares believed to be outstanding as a result of its serving as the investment manager of various institutional accounts. Capital International, Inc., an investment adviser registered under Section 203 of the Investment Advisers Act of 1940 is deemed to be the beneficial owner of 109,829,190 shares or 12.0% of the Class B shares believed to be outstanding as a result of acting as investment adviser to various investment companies and institutional accounts. Capital International S.A. is deemed to be the beneficial owner of 1,599,000 shares or 0.2% of the Class B shares believed to be outstanding as a result of its serving as the investment manager of various institutional accounts. Capital International Limited is deemed to be the beneficial owner of 1,267,000 shares or 0.1% of the Class B shares believed to be outstanding as a result of its serving as the investment manager of various institutional accounts. Shares reported by Capital Guardian Trust Company, Capital International Limited, Capital International, Inc., and Capital International S.A. include 2,190,700, 126,700, 10,217,450 and 153,100 American Depositary Shares respectively, representing 21,907,000, 1,267,000, 102,174,470, and 1,531,000 shares of the Class B Ordinary Shares. Item 5 Ownership of 5% or Less of a Class: [ ] Item 6 Ownership of More than 5% 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: N/A Item 8 Identification and Classification of Members of the Group: 1. Capital International, Inc. serves as investment adviser to Emerging Markets Growth Fund, Inc. , an investment company registered under the Investment Company Act of 1940. 2. Capital Guardian Trust Company is a bank as defined in Section 3(a)(6) of the Act and a wholly owned subsidiary of The Capital Group Companies, Inc. 3. Capital International Research and Management, Inc. dba Capital International, Inc. is an Investment Adviser registered under Section 203 of the Investment Adviser Act of 1940 and is a wholly owned subsidiary of Capital Group International, Inc. which is a wholly owned subsidiary of The Capital Group Companies, Inc. 4. Capital International S.A. (CISA) does not fall within any of the categories described in Rule 13d-1-(b)(ii)(A-F) but its holdings of any reported securities come within the five percent limitation as set forth in a December 15, 1986 no- action letter from the Staff of the Securities and Exchange Commission to The Capital Group Companies, Inc. CISA is a wholly owned subsidiary of Capital Group International, Inc. which is a wholly owned subsidiary of The Capital Group Companies, Inc. 5. Capital International Limited (CIL) does not fall within any of the categories described in Rule 13d-1-(b)(ii)(A-F) but its holdings of any reported securities come within the five percent limitation as set forth in a December 15, 1986 no- action letter from the Staff of the Securities and Exchange Commission to The Capital Group Companies, Inc. CIL is a wholly owned subsidiary of Capital Group International, Inc. which is a wholly owned subsidiary of The Capital Group Companies, Inc. Item 9 Notice of Dissolution of the Group: N/A Item 10 Certification By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. 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. Date: February 8, 1999 (For the period ended December 31, 1998) Signature: *David I. Fisher Name/Title: David I. Fisher, Vice Chairman Emerging Markets Growth Fund, Inc. Date: February 8, 1999 (For the period ended December 31, 1998) Signature: *David I. Fisher Name/Title: David I. Fisher, Chairman Capital Guardian Trust Company Date: February 8, 1999 (For the period ended December 31, 1998) Signature: *David I. Fisher Name/Title: David I. Fisher, Vice Chairman Capital International, Inc. Date: February 8, 1999 (For the period ended December 31, 1998) Signature: *David I. Fisher Name/Title: David I. Fisher, President du Conseil Capital International S.A. Date: February 8, 1999 (For the period ended December 31, 1998) Signature: *David I. Fisher Name/Title: David I. Fisher, Vice Chairman Capital International Limited *By Michael J. Downer Attorney-in-fact Signed pursuant to a Power of Attorney dated January 29, 1999 included as an Exhibit to Schedule 13G filed with the Securities and Exchange Commission by Capital Guardian Trust Company on February 8, 1999 with respect to Acclaim Entertainment, Inc. AGREEMENT Los Angeles, CA February 8, 1999 Emerging Markets Growth Fund, Inc. ("EMGF"), Capital Guardian Trust Company ("CGTC"), Capital International, Inc. ("CII"), Capital International S.A. ("CISA"), Capital International Limited ("CIL") hereby agree to file a joint statement on Schedule 13G under the Securities Exchange Act of 1934 (the "Act") in connection with their beneficial ownership of American Depositary Shares issued by Telefonica of Argentina Inc. EMGF, CGTC, CII, CISA, CIL state that they are each entitled to individually use Schedule 13G pursuant to Rule 13d-1(c) of the Act. EMGF, CGTC, CII, CISA, CIL are each responsible for the timely filing of the statement and any amendments thereto, and for the completeness and accuracy of the information concerning each of them contained therein but are not responsible for the completeness or accuracy of the information concerning the others. EMERGING MARKETS GROWTH FUND, INC. BY: *David I. Fisher David I. Fisher, Vice Chairman Emerging Markets Growth Fund, Inc. CAPITAL GUARDIAN TRUST COMPANY BY: *David I. Fisher David I. Fisher, Chairman Capital Guardian Trust Company CAPITAL INTERNATIONAL, INC. BY: *David I. Fisher David I. Fisher, Vice Chairman Capital International, Inc. CAPITAL INTERNATIONAL S.A. BY: *David I. Fisher David I. Fisher, President du Conseil Capital International S.A. CAPITAL INTERNATIONAL LIMITED BY: *David I. Fisher David I. Fisher, Vice Chairman Capital International Limited *By Michael J. Downer Attorney-in-fact Signed pursuant to a Power of Attorney dated January 29, 1999 included as an Exhibit to Schedule 13G filed with the Securities and Exchange Commission by Capital Guardian Trust Company on February 8, 1999 with respect to Acclaim Entertainment, Inc. -----END PRIVACY-ENHANCED MESSAGE-----