TELECOM ARGENTINA SA — Major Shareholding Notification 2007

Feb 14, 2007

SC 13G 1 a07-3168_8sc13g.htm SC 13G

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE 13G (Rule 13d-102)

*INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13D-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b)*

*Under the Securities Exchange Act of 1934 (Amendment No. )**

*Telecom Argentina S.A.*

(Name of Issuer)

*American Depository Receipts*

(Title of Class of Securities)

*879273209*

(CUSIP Number)

*December 31, 2006*

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

x	Rule 13d-1(b)
o	Rule 13d-1(c)
o	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).

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| CUSIP No. 879273209 — 1. | Names of Reporting
Persons. I.R.S. Identification Nos. of above persons (entities only) Schroder Investment Management North America Ltd. | |
| --- | --- | --- |
| 2. | Check the Appropriate Box
if a Member of a Group (See Instructions) | |
| | (a) | o |
| | (b) | x |
| 3. | SEC Use Only | |
| 4. | Citizenship or Place of
Organization London, England | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power 2,536,922 |
| | 6. | Shared Voting Power |
| | 7. | Sole Dispositive Power 2,536,922 |
| | 8. | Shared Dispositive Power |
| 9. | Aggregate Amount
Beneficially Owned by Each Reporting Person 2,536,922 | |
| 10. | Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions) x | |
| 11. | Percent of Class
Represented by Amount in Row (9) 2.91% | |
| 12. | Type of Reporting Person
(See Instructions) IA | |

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| CUSIP No. 879273209 — 1. | Names of Reporting
Persons. I.R.S. Identification Nos. of above persons (entities only) Schroder Investment Management North America Inc. 13-4064414 | |
| --- | --- | --- |
| 2. | Check the Appropriate Box
if a Member of a Group (See Instructions) | |
| | (a) | o |
| | (b) | x |
| 3. | SEC Use Only | |
| 4. | Citizenship or Place of
Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power 21,000 |
| | 6. | Shared Voting Power |
| | 7. | Sole Dispositive Power 21,000 |
| | 8. | Shared Dispositive Power |
| 9. | Aggregate Amount
Beneficially Owned by Each Reporting Person 21,000 | |
| 10. | Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions) x | |
| 11. | Percent of Class
Represented by Amount in Row (9) 0.02% | |
| 12. | Type of Reporting Person
(See Instructions) IA | |

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| CUSIP No. 879273209 — 1. | Names of Reporting
Persons. I.R.S. Identification Nos. of above persons (entities only) Schroder Investment Management Ltd. | |
| --- | --- | --- |
| 2. | Check the Appropriate Box
if a Member of a Group (See Instructions) | |
| | (a) | o |
| | (b) | x |
| 3. | SEC Use Only | |
| 4. | Citizenship or Place of
Organization London, England | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power 2,026,199 |
| | 6. | Shared Voting Power |
| | 7. | Sole Dispositive Power 2,026,199 |
| | 8. | Shared Dispositive Power |
| 9. | Aggregate Amount
Beneficially Owned by Each Reporting Person 2,026,199 | |
| 10. | Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions) x | |
| 11. | Percent of Class
Represented by Amount in Row (9) 2.32% | |
| 12. | Type of Reporting Person
(See Instructions) CO | |

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CUSIP No. 879273209

Item 1.	(a)	Name of Issuer Telecom Argentina, S.A.
	(b)	Address of Issuer’s
Principal Executive Offices Alicia Moreau de Justo 50, 1107 Buenos Aires, Argentina
Item 2.
	(a)	Name of Person Filing Schroder Investment Management North America Ltd. 31 Gresham Street London EC2V 7QA United Kingdom
	(b)	Address of Principal
Business Office or, if none, Residence Schroder Investment Management North America Inc. 875 Third Avenue New York, NY 10016
		Schroder Investment
Management Ltd. 31 Gresham Street London EC2V 7QA United Kingdom
	(c)	Citizenship London, England (Schroder Investment Management North America Ltd. and
Schroder Investment Management Ltd.; New York (Schroder Investment Management
North America Inc.)
	(d)	Title of Class of
Securities American Depository Receipts
	(e)	CUSIP Number 879273209
Item 3.	If this statement is filed
pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person
filing is a:
	(a)	o	Broker or dealer
registered under section 15 of the Act (15 U.S.C. 78o).
	(b)	o	Bank as defined in section
3(a)(6) of the Act (15 U.S.C. 78c).
	(c)	o	Insurance company as
defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
	(d)	o	Investment company
registered under section 8 of the Investment Company Act of 1940 (15 U.S.C
80a-8).
	(e)	x	An investment adviser in
accordance with §240.13d-1(b)(1)(ii)(E);
	(f)	o	An employee benefit plan
or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
	(g)	o	A parent holding company
or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
	(h)	o	A savings associations as
defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.
1813);
	(i)	o	A church plan that is
excluded from the definition of an investment company under section 3(c)(14)
of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
	(j)	o	Group, in accordance with
§240.13d-1(b)(1)(ii)(J).

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CUSIP No. 879273209

Item 4.
Provide the following
information regarding the aggregate number and percentage of the class of
securities of the issuer identified in Item 1.
(a)	Amount beneficially
owned: 4,738,147*
(b)	Percent of class: 5.43%
(c)	Number of shares as to
which the person has:
	(i)	Sole power to vote or to
direct the vote 4,738,147*
	(ii)	Shared power to vote or to
direct the vote 0
	(iii)	Sole power to dispose or
to direct the disposition of 4,738,147*
	(iv)	Shared power to dispose or
to direct the disposition of 0

| 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 o . | |
| | Not Applicable |

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CUSIP No. 879273209

| Item 6. | Ownership of More than
Five Percent on Behalf of Another Person |
| --- | --- |
| | All three filing entities
are under common control. Schroder
Investment Management North America Ltd.
Each entity disclaims the existence of a group and the beneficial
ownership of the shares held by each of the other entities. |
| Item 7. | Identification and
Classification of the Subsidiary Which Acquired the Security Being Reported
on By the Parent Holding Company or Control Person |
| | Not Applicable |
| Item 8. | Identification and
Classification of Members of the Group |
| | Not Applicable |
| Item 9. | Notice of Dissolution of
Group |
| | Not Applicable |
| Item 10. | Certification |
| (a) | The following
certification shall be included if the statement is filed pursuant to Rule
13d-1(b): |
| | “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 and are not held for the purpose of or with
the effect of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.” |

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CUSIP No. 879273209

*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 13, 2006
Signature:	/s/ Stephen M. DeTore
Name/Title:	Stephen M. DeTore Compliance Officer Schroder Investment Management North America Ltd.

Date:	February 13, 2006
Signature:	/s/ Stephen M. DeTore
Name/Title:	Stephen M. DeTore Senior Vice President and Chief Compliance Officer Schroder Investment Management North America Inc.

Date:	February 13, 2006
Signature:	/s/ Stephen M. DeTore
Name/Title:	Stephen M. DeTore Pursuant to Power of Attorney Schroder Investment Management Ltd.

EXHIBITS

Exhibit 1: Power of Attorney

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*EXHIBIT 1*

CONFIDENTIAL

*Power of Attorney*

Date:	12 February 2007
Address:	31 Gresham Street, London, EC2V 7QA, UK
Name:	Schroder Investment Management Limited
	Roger Goodchild, Finance Director

I hereby appoint the party names below to act as representative in providing any such reports and copies of the documents as may be necessary under the terms of section 13D and/or section 13G of the Securities and Exchange Act 1934.

1.	Address of representative
	876 Third Avenue, 22 nd Floor, New York, NY 10022
2.	Name of representative
	Schroder Investment Management North America Inc.,
	Stephen de Tore, Compliance Officer

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