CUSIP NUMBER: 879246106
DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT: December 31, 2011
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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).
CUSIP NUMBER: 879246106
(1) Names of Reporting Persons The Bank of New York Mellon Corporation
IRS Identification Nos. of Above Persons IRS No.13-2614959
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ( ) (b) ( )
(3) SEC use only
(4) Citizenship or Place of Organization New York
Number of Shares (5) Sole Voting Power 21,679,830
Beneficially
Owned by Each (6) Shared Voting Power 471,583
Reporting Person
With (7) Sole Dispositive Power 23,766,350
(8) Shared Dispositive Power 46,080
(9) Aggregate Amount Beneficially Owned
by Each Reporting Person 24,075,219
(10) Check if the Aggregated Amount in Row (9) Excludes Certain
Shares (see Instructions) ( )
(11) Percent of Class Represented by Amount in Row (9) 8.31%
(12) Type of Reporting Person (See Instructions) HC
CUSIP NUMBER: 879246106
(1) Names of Reporting Persons MBC Investments Corporation
IRS Identification Nos. of Above Persons IRS No.51-0301132
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ( ) (b) ( )
(3) SEC use only
(4) Citizenship or Place of Organization Delaware
Number of Shares (5) Sole Voting Power 13,895,979
Beneficially
Owned by Each (6) Shared Voting Power 471,583
Reporting Person
With (7) Sole Dispositive Power 15,197,232
(8) Shared Dispositive Power 0
(9) Aggregate Amount Beneficially Owned
by Each Reporting Person 15,197,232
(10) Check if the Aggregated Amount in Row (9) Excludes Certain
Shares (see Instructions) ( )
(11) Percent of Class Represented by Amount in Row (9) 5.25%
(12) Type of Reporting Person (See Instructions) HC
CUSIP NUMBER: 879246106
(1) Names of Reporting Persons Mellon International Holdings S.A.R.L.
IRS Identification Nos. of Above Persons IRS No.98-0611054
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ( ) (b) ( )
(3) SEC use only
(4) Citizenship or Place of Organization Luxembourg
Number of Shares (5) Sole Voting Power 13,895,979
Beneficially
Owned by Each (6) Shared Voting Power 471,583
Reporting Person
With (7) Sole Dispositive Power 15,197,232
(8) Shared Dispositive Power 0
(9) Aggregate Amount Beneficially Owned
by Each Reporting Person 15,197,232
(10) Check if the Aggregated Amount in Row (9) Excludes Certain
Shares (see Instructions) ( )
(11) Percent of Class Represented by Amount in Row (9) 5.25%
(12) Type of Reporting Person (See Instructions) HC
CUSIP NUMBER: 879246106
(1) Names of Reporting Persons BNY Mellon International Asset
Management Group Limited
IRS Identification Nos. of Above Persons IRS No.98-0464992
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ( ) (b) ( )
(3) SEC use only
(4) Citizenship or Place of Organization London
Number of Shares (5) Sole Voting Power 13,895,979
Beneficially
Owned by Each (6) Shared Voting Power 471,583
Reporting Person
With (7) Sole Dispositive Power 15,197,232
(8) Shared Dispositive Power 0
(9) Aggregate Amount Beneficially Owned
by Each Reporting Person 15,197,232
(10) Check if the Aggregated Amount in Row (9) Excludes Certain
Shares (see Instructions) ( )
(11) Percent of Class Represented by Amount in Row (9) 5.25%
(12) Type of Reporting Person (See Instructions) HC
CUSIP NUMBER: 879246106
(1) Names of Reporting Persons Newton Management Limited
IRS Identification Nos. of Above Persons IRS No.98-0196145
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ( ) (b) ( )
(3) SEC use only
(4) Citizenship or Place of Organization London
Number of Shares (5) Sole Voting Power 13,895,979
Beneficially
Owned by Each (6) Shared Voting Power 471,583
Reporting Person
With (7) Sole Dispositive Power 15,197,232
(8) Shared Dispositive Power 0
(9) Aggregate Amount Beneficially Owned
by Each Reporting Person 15,197,232
(10) Check if the Aggregated Amount in Row (9) Excludes Certain
Shares (see Instructions) ( )
(11) Percent of Class Represented by Amount in Row (9) 5.25%
(12) Type of Reporting Person (See Instructions) HC
CUSIP NUMBER: 879246106
(1) Names of Reporting Persons Newton Investment Management Limited
IRS Identification Nos. of Above Persons IRS No.98-0196228
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ( ) (b) ( )
(3) SEC use only
(4) Citizenship or Place of Organization London
Number of Shares (5) Sole Voting Power 13,843,646
Beneficially
Owned by Each (6) Shared Voting Power 121,689
Reporting Person
With (7) Sole Dispositive Power 14,524,316
(8) Shared Dispositive Power 0
(9) Aggregate Amount Beneficially Owned
by Each Reporting Person 14,524,316
(10) Check if the Aggregated Amount in Row (9) Excludes Certain
Shares (see Instructions) ( )
(11) Percent of Class Represented by Amount in Row (9) 5.01%
(12) Type of Reporting Person (See Instructions) IA
SCHEDULE 13G
Item 1(a) Name of Issuer: Tele Norte Leste Participacoes S.A.
Item 1(b) Address of Issuer's Principal Executive Office:
Rua Humberto De Campos, 425/8 degree Andar
Leblon, Rio De Janeiro 22430-190
Brazil
Item 2(a) Name of Person Filing: The Bank of New York Mellon Corporation
and any other reporting person(s)
identified on the second part of the
cover page(s) and Exhibit I
Item 2(b) Address of Principal Business Office, or if None, Residence:
C/O The Bank of New York Mellon Corporation
One Wall Street, 31st Floor
New York, New York 10286
(for all reporting persons)
Item 2(c) Citizenship: See cover page and Exhibit I
Item 2(d) Title of Class of Securities: American Depositary Shares
CUSIP Number 879246106
Item 3 See Item 12 of cover page(s) ("Type of Reporting
Person ") for each reporting person.
Symbol Category
BD = Broker or Dealer registered under Section 15 of the
Securities Exchange Act of 1934
BK = Bank as defined in Section 3(a)(6) of the Securities
Exchange Act of 1934
IV = Investment Company registered under Section 8 of the
Investment Company Act of 1940
IA = Investment Advisor registered under Section 203 of the
Investment Advisors Act of 1940
EP = Employee Benefit Plan, Pension Fund which is subject
to the provisions of the Employee Retirement Income
Security Act of 1974 or Endowment Fund; see
Section 240.13 - d(1)(b)(1)(ii)(F)
HC = Parent Holding Company, in accordance with Section
240.13-d(1)(b)(1)(ii)(G)
Item 4 Ownership: See Item 5 through 9 and 11 of cover page(s)
as to each reporting person.
The amount beneficially owned includes, where appropriate, securities
not outstanding which are subject to options, warrants, rights or
conversion privileges that are exercisable within 60 days. The securities
reported herein as beneficially owned may exclude securities of the issuer
with respect to which voting and/or dispositive power is exercised by
subsidiaries of The Bank of New York Mellon Corporation, or departments or
units thereof, independently from the exercise of those powers over the
securities reported herein. See SEC Release No. 34-39538 (January 12, 1998).
The filing of this Schedule 13G shall not be construed as an admission
that The Bank of New York Mellon Corporation, or its direct or indirect
subsidiaries, including The Bank of New York Mellon and BNY Mellon, National
Association, are for the purposes of Section 13(d) or 13(g) of the Act, the
beneficial owners of any securities covered by this Schedule 13G.
The following information applies if checked: ( ) The Bank of New York
Mellon and/or ( ) The Bank of New York Mellon Trust Company, National
Association is/are the trustee of the issuer's employee benefit plan (the
Plan), which is subject to ERISA. The securities reported include all shares
held of record by such reporting person(s) as trustee of the Plan which have
not been allocated to the individual accounts of employee participants in
the Plan. The reporting person, however, disclaims beneficial ownership of
all shares that have been allocated to the individual accounts of employee
participants in the Plan for which directions have been received and followed.
Item 5 Ownership of Five Percent or Less of a Class:
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more
than five percent of the class of securities, check the following ( )
Item 6 Ownership of More than Five Percent on Behalf of Another Person:
All of the securities are beneficially owned by The Bank of New York Mellon
Corporation and its direct or indirect subsidiaries in their various
fiduciary capacities. As a result, another entity in every instance
is entitled to dividends or proceeds of sale. The number of
individual accounts holding an interest of 5% or more is ( )
Item 7 Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported by the Parent Holding Company:
See Exhibit I.
Item 8 Identification and Classification of Members of the Group: N/A
Item 9 Notice of Dissolution of 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 and are held in the
ordinary course of business and were not acquired and are not held 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 and are
not held 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. This filing is signed by The Bank of New York
Mellon Corporation on behalf of all reporting entities pursuant to Rule
13d-1(k)(1) promulgated under the Securities and Exchange Act of 1934,
as amended.
Date: January 27, 2012
THE BANK OF NEW YORK MELLON CORPORATION
By: /s/ NICHOLAS R. DARROW
--------------------------
Nicholas R. Darrow
Senior Vice President
Attorney-In-Fact for
The Bank of New York Mellon Corporation
EXHIBIT I
The shares reported on the attached Schedule 13G are beneficially owned by the
following direct or indirect subsidiaries of The Bank of New York Mellon
Corporation, as marked (X):
(A) The Item 3 classification of each of the subsidiaries listed below is
"Item 3(b) bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c)
or Section 240.13d-1(b)(1)(ii)(J)"
(X) The Bank of New York Mellon
( ) The Bank of New York Mellon Trust Company, National Association
(X) BNY Mellon, National Association
(X) BNY Mellon Trust of Delaware
(B) The Item 3 classification of each of the subsidiaries listed below is
"Item 3(e) an investment adviser in accordance with Section 240.13d-1
(b)(1)(ii)(E) or Section 240.13d-1(b)(1)(ii)(J)"
( ) BNY Mellon ARX Investimentos Ltda (parent holding company of
BNY Mellon ARX Ativos Financeiros Ltda)
(X) The Boston Company Asset Management LLC
(X) The Dreyfus Corporation (parent holding company of MBSC Securities
Corporation)
( ) Insight Investment Management (Global) Limited
( ) Lockwood Advisors, Inc.
( ) Mellon Capital Management Corporation
(X) Newton Capital Management Limited
(X) Newton Investment Management Limited
( ) Standish Mellon Asset Management Company LLC
( ) Urdang Securities Management, Inc.
( ) Urdang Capital Management, Inc.
( ) Walter Scott & Partners Limited
(C) The Item 3 classification of each of the subsidiaries listed below is
"Item 3(a) broker or dealer registered under Section 15 of the ACT
(15 U.S.C. 78c) or Section 240.13d-1(b)(1)(ii)(B)"
(X) MBSC Securities Corporation
(X) Pershing LLC
(D) The Item 3 classification of each of the subsidiaries listed below is
"Item 3(g) a parent holding company or control person in accordance with
Section 240.13d-1(b)(1)(ii)(G)"
(X) The Bank of New York Mellon Corporation
(X) B.N.Y. Holdings (Delaware) Corporation (parent holding company of
BNY Mellon Trust of Delaware)
( ) Insight Investment Management Limited (parent holding company of
Insight Investment Management (Global) Limited)
(X) MAM (MA) Holding Trust (parent holding company of Standish
Mellon Asset Management Company LLC; The Boston Company
Asset Management LLC)
(X) MBC Investments Corporation (parent holding company of Mellon
Capital Management Corporation)
(X) Mellon International Holdings S.A.R.L. (parent holding company of
BNY Mellon International Asset Management Group Limited)
(X) BNY Mellon International Asset Management Group Limited (parent
holding company of Newton Management Limited; Walter Scott &
Partners Limited)
( ) BNY Mellon Asset Management International Holdings Limited (parent
holding company of Ankura Capital Pty Limited and BNY Mellon Asset
Management Japan Limited)
( ) Mellon Overseas Investment Corporation (parent holding company to
BNY Mellon Servicos Financeiros Distribuidora de Titulos e Valores
Mobiliarios S.A. and (indirect) BNY Mellon Gestao de Patrimonio Ltda)
(X) Newton Management Limited (parent holding company of Newton Capital
Management Limited; Newton Investment Management Limited)
(X) Pershing Group LLC (parent holding company of Lockwood Advisors, Inc.
and Pershing LLC)
( ) The Bank of New York Mellon SA/NV (parent holding company of
BNY Mellon Service Kapitalanlage-Gesellschaft mbH)
NOTE: ALL OF THE LEGAL ENTITIES LISTED UNDER (A) AND (B) ABOVE ARE DIRECT OR
INDIRECT SUBSIDIARIES OF THE BANK OF NEW YORK MELLON CORPORATION. BENEFICIAL
OWNERSHIP OF MORE THAN FIVE PERCENT OF THE CLASS BY ANY ONE OF THE SUBSIDIARIES
OR INTERMEDIATE PARENT HOLDING COMPANIES LISTED ABOVE IS REPORTED ON A JOINT
REPORTING PERSON PAGE FOR THAT SUBSIDIARY ON THE ATTACHED SCHEDULE 13G AND IS
INCORPORATED IN THE TOTAL PERCENT OF CLASS REPORTED ON THE BANK OF NEW YORK
MELLON CORPORATION'S REPORTING PERSON PAGE. (DO NOT ADD THE SHARES OR PERCENT
OF CLASS REPORTED ON EACH JOINT REPORTING PERSON PAGE ON THE ATTACHED SCHEDULE
13G TO DETERMINE THE TOTAL PERCENT OF CLASS FOR THE BANK OF NEW YORK MELLON
CORPORATION).
|
