Obligation BT Group 5.95% ( US11102AAA97 ) en USD

BT Group

100 % ⇌

Royaume-Uni

US11102AAA97 ( en USD )

5.95% par an ( paiement semestriel )

15/01/2018 - Obligation échue

Prospectus brochure de l'obligation British Telecommunications US11102AAA97 en USD 5.95%, échue

100 000 USD

1 100 000 000 USD

11102AAA9

N/A

British Telecommunications (BT Group) est une multinationale britannique des télécommunications offrant des services fixes, mobiles, internet haut débit et de télévision par satellite à des clients grand public et entreprises.

L'Obligation émise par BT Group ( Royaume-Uni ) , en USD, avec le code ISIN US11102AAA97, paye un coupon de 5.95% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 15/01/2018

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Table of Contents
CALCULATION OF REGISTRATION FEE

Title of Each Class of
Amount to be Maximum Offering Maximum Aggregate
Amount of

Securities to be Registered Registered Price Per Unit

Offering Price
Registration Fee
$600,000,000 notes
due 2013
$ 600,000,000
99.790 % $
598,740,000 $
18,381
$600,000,000 notes
due 2018
$ 600,000,000
99.736 % $
598,416,000 $
18,371 (1)

(1) Calculated in accordance with Rule 457(r) of the Securities Act of 1933.
PROSPECTUS SUPPLEMENT
(To Base Prospectus dated December 5, 2007)

Filed pursuant to Rule 424(b)(2)
Registration Statement No. 333-147834

BRITISH TELECOMMUNICATIONS PUBLIC
LIMITED COMPANY
(incorporated with limited liability in England and Wales under the Companies Acts 1948 to 1981)
(Registered Number: 1800000)
$600,000,000 5.15% Senior Notes due 2013
$600,000,000 5.95% Senior Notes due 2018

The $600,000,000 notes due 2013 (the "2013 notes") will bear interest at 5.15% per year. Interest on the 2013
notes will be payable semi-annually in arrear on January 15 and July 15 of each year, beginning on July 15, 2008.
The 2013 notes will mature at 100% of their principal amount on January 15, 2013.

The $600,000,000 notes due 2018 (the "2018 notes" and, together with the 2013 notes, the "notes") will bear
interest at 5.95% per year. Interest on the 2018 notes will be payable semi-annually in arrear on January 15 and
July 15 of each year, beginning on July 15, 2008. The 2018 notes will mature at 100% of their principal amount
on January 15, 2018.

The notes will be senior and unsecured obligations and will rank equally with all of our present and future
unsecured and unsubordinated indebtedness. The notes will be issued in minimum denominations of $100,000
and integral multiples of $1,000 in excess thereof.

We may redeem each of the 2013 notes and 2018 notes, in whole or in part, at any time at a redemption price
equal to the greater of (i) 100% of the principal amount of such series of notes or (ii) the sum of the present values
of the remaining scheduled payments of principal and interest thereon, discounted to the date of redemption on a
semi-annual basis at the Treasury Rate plus 0.30%, plus in each case interest accrued to, but not including, the
date of redemption.

Application has been made to the Financial Services Authority in its capacity as competent authority under the
Financial Services and Markets Act 2000 (the "UK Listing Authority") for the notes to be admitted to the official
list of the UK Listing Authority (the "Official List") and to the London Stock Exchange plc (the "London Stock
Exchange") for the notes to be admitted to trading on the London Stock Exchange's Gilt Edged and Fixed Interest
Market.

References in this document to notes being "listed" (and all related references) shall mean that such notes have
been admitted to trading on the London Stock Exchange's Gilt Edged and Fixed Interest Market and have been
admitted to the Official List. The London Stock Exchange's Gilt Edged and Fixed Interest Market is a regulated
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market for the purposes of the Directive 2004/39/EC of the European Parliament and of the Council on
markets in financial instruments.

Investing in the notes involves risks. See "Risk Factors" beginning on page S-6 of this
prospectus supplement.

Neither the Securities and Exchange Commission nor any state securities commission has approved or
disapproved of these securities or passed upon the adequacy or accuracy of this prospectus supplement or
the accompanying prospectus. Any representation to the contrary is a criminal offense.

2013 notes

2018 notes

Per note
Total
Per note
Total

Price to Public(1)
99.790 % $ 598,740,000 99.736 % $ 598,416,000
Underwriting Discounts and Commissions
0.350 % $ 2,100,000 0.450 % $ 2,700,000
Proceeds, before expenses, to us(2)
99.440 % $ 596,640,000 99.286 % $ 595,716,000

(1) Plus accrued interest from December 12, 2007 if settlement occurs after that date.
(2) See "Underwriting" beginning on page S-19 of the prospectus supplement.

The underwriters expect to deliver the notes in book-entry form only through the facilities of The Depository
Trust Company ("DTC"), against payment in New York, New York, on or about December 12, 2007. Beneficial
interests in the notes will be shown on, and transfers thereof will be effected only through, records maintained by
DTC and its direct and indirect participants, including Clearstream Banking, société anonyme ("Clearstream,
Luxembourg") and Euroclear Bank SA/NV ("Euroclear").

Joint Lead Managers and Joint Bookrunners

Barclays Capital Citi Deutsche Bank Securities RBS Greenwich Cap

Co-Managers

ABN AMRO Incorporated HSBC Mitsubishi UFJ Securities Mizuho International plc

The date of the prospectus supplement is December 5, 2007.

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TABLE OF CONTENTS

PROSPECTUS SUPPLEMENT

Page

ABOUT THIS DOCUMENT
S-1
DOCUMENTS INCORPORATED BY REFERENCE
S-1
WHERE YOU CAN FIND MORE INFORMATION
S-1
THE OFFERING
S-3
RISK FACTORS
S-6
USE OF PROCEEDS
S-9
CAPITALIZATION AND INDEBTEDNESS
S-10
EXCHANGE RATES
S-11
DESCRIPTION OF THE NOTES
S-12
UNDERWRITING
S-19
LEGAL MATTERS
S-21
EXPERTS
S-21
GENERAL INFORMATION
S-22

BASE PROSPECTUS

Page

ABOUT THIS BASE PROSPECTUS
1
ENFORCEABILITY OF CERTAIN CIVIL LIABILITIES
1
WHERE YOU CAN FIND MORE INFORMATION
2
FORWARD-LOOKING STATEMENTS
3
BRITISH TELECOMMUNICATIONS PLC
5
RATIO OF EARNINGS TO FIXED CHARGES
7
USE OF PROCEEDS
8
DESCRIPTION OF DEBT SECURITIES WE MAY OFFER
9
CLEARANCE AND SETTLEMENT
19
TAXATION
23
PLAN OF DISTRIBUTION
35
LEGAL MATTERS
37
EXPERTS
37

You should only rely on the information contained or incorporated by reference in the
prospectus supplement and the accompanying base prospectus dated December 5, 2007 (the
"base prospectus"). We have not, and the underwriters have not, authorized any other person to
provide you with different information. If anyone provides you with different or inconsistent
information, you should not rely on it. We are not, and the underwriters are not, making an
offer to sell these securities in any jurisdiction where the offer or sale is not permitted. You
should assume that the information appearing in the prospectus supplement, the base
prospectus and the documents incorporated by reference is accurate only as of their respective
dates. Our business, financial condition, results of operations and any prospects may have
changed since those dates.
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Table of Contents

ABOUT THIS DOCUMENT

This document is in two parts. The first part is the prospectus supplement, which describes the
specific terms of the notes and also adds to and updates information contained in the base prospectus
and the documents incorporated by reference in the prospectus supplement and the base prospectus.
The second part, the base prospectus, provides more general information about debt securities we may
offer from time to time. When we refer to the prospectus, we are referring to both parts of this
document combined. If the description of the notes in the prospectus supplement differs from the
description in the base prospectus, the description in the prospectus supplement supersedes the
description in the base prospectus.

The base prospectus contains important information regarding this offering, which is not
contained in the prospectus supplement. You are urged to read the base prospectus and the prospectus
supplement in full.

Unless the context requires otherwise, references to "BT", the "Company", "we", "our" or "us" in
the prospectus supplement refer to British Telecommunications plc, a public limited company duly
organized and existing under the laws of England and Wales, and its consolidated subsidiaries.

This document, comprising of the prospectus supplement (except for the information contained in
the section "Where You Can Find More Information") and the base prospectus (except for the
information contained in the section "Where You Can Find More Information"), comprises a
prospectus for the purposes of Article 5.3 of Directive 2003/71/EC (the "Prospectus Directive").

We accept responsibility for the information contained in this document for purposes of the
Prospectus Directive. To the best of our knowledge (after taking all reasonable care to ensure that such
is the case) the information contained in this document for purposes of the Prospectus Directive is in
accordance with the facts and does not omit anything likely to affect the import of such information.

DOCUMENTS INCORPORATED BY REFERENCE

Our Annual Report on Form 20-F for the year ended March 31, 2007 and the financial statements
as at March 31, 2007 and for the three years ended March 31, 2007 together with the auditors' report
thereon (which have previously been published and which have been filed with the Financial Services
Authority) are incorporated in, and form part of, this document. Our unaudited consolidated interim
financial statements as at September 30, 2007 and for the six-month periods ended September 30,
2007 and 2006 included in Form 6-K furnished to the SEC on December 5, 2007 (and filed with the
Financial Services Authority) are incorporated in, and form part of, this document.

Copies of documents incorporated by reference in this document for purposes of the Prospectus
Directive will be available for viewing on our website and will be published on the website of the
Regulatory News Service operated by the London Stock Exchange (www.londonstockexchange.com).

WHERE YOU CAN FIND MORE INFORMATION

In addition, the following documents published or issued prior to the date hereof or published or
issued from time to time after the date hereof, are incorporated in, and form part of, this document:

· our report on Form 6-K furnished to the SEC on December 5, 2007;

· any future report on Form 20-F that we may file with the SEC under the Exchange Act until we
sell all the securities that may be offered through this document;

· any reports on Form 6-K filed or furnished by us pursuant to the Exchange Act that expressly
state that we incorporate them by reference; and

· reports filed or furnished under Sections 13(a), 13 (c) or 15(d) of the Exchange Act.

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You can obtain copies of any of the documents incorporated by reference through the Company or
the SEC. Documents incorporated by reference are available without charge, excluding all exhibits
unless an exhibit has been specifically incorporated by reference into this document. You may obtain
BT documents incorporated by reference into this document, at no cost, by requesting them in writing
or by telephone at the following address and telephone number:

British Telecommunications plc
BT Centre
81 Newgate Street
London EC1A 7AJ
England
011-44-20-7356-5000

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Table of Contents

THE OFFERING

The following summary highlights information contained elsewhere in the prospectus
supplement and the base prospectus. It may not contain all information that you should consider
before investing in the notes. You should read "Description of the Notes" beginning on
page S-12 of the prospectus supplement for more detailed information about the notes.

Issuer
British Telecommunications plc.

Notes Offered
$600,000,000 aggregate principal amount 5.15% senior
notes due 2013
$600,000,000 aggregate principal amount 5.95% senior
notes due 2018

Stated Maturity
2013 notes: January 15, 2013
2018 notes: January 15, 2018

Anticipated Ratings
Each of the 2013 notes and the 2018 notes are expected to
be rated:
Moody's: Baa1 (stable outlook)
S&P: BBB+ (stable outlook)
Fitch: BBB+ (stable outlook)
A securities rating is not a recommendation to buy, sell or
hold securities and may be subject to revision or withdrawal
at any time.

Principal Amount of Notes

Being Issued
2013 notes: $600,000,000
2018 notes: $600,000,000

Issue Price
2013 notes: 99.790%
2018 notes: 99.736%

Ranking
The notes will rank equally without any preference among
themselves and equally with all of our present and future
unsecured and unsubordinated indebtedness.

Interest Rate
2013 notes: 5.15% per year
2018 notes: 5.95% per year

Date Interest Starts Accruing
December 12, 2007

Interest Payment Dates
January 15 and July 15 of each year, commencing July 15,
2008

First Interest Payment Date
July 15, 2008

Restrictive Covenants
The indenture relating to the notes contains a negative
covenant restricting our ability to create, assume or incur
liens to secure present or future capital markets
indebtedness. For more information, see "Description of the
Notes -- Negative Pledge".

However, the indenture does not contain any negative
covenants restricting our ability to make payments, incur
indebtedness, dispose of assets, enter into sale-leaseback
transactions, issue and sell capital stock, enter into
transactions with affiliates or engage in business other than
our present business.

Change of Control and Put
Unless we have given notice of redemption, the holder of
Event
each note will have the option to require us to redeem or, at
our option, purchase (or procure the purchase of) that note
on the Optional Redemption Date at 101% of its principal
amount together with interest accrued to (but excluding) the
Optional Redemption Date
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upon a Change of Control and Put Event, as described under
"Description of the Notes -- Change of Control and Put
Event".

Optional Redemption
We may redeem each of the 2013 notes and 2018 notes, in
whole or in part, at any time at the redemption prices
described in the prospectus supplement plus accrued interest
to but excluding the date of redemption.

Additional Amounts; Optional If the U.K. tax authorities require us to make a deduction on
Tax Redemption
a payment made on the notes, we will, to the extent
described in "Description of Debt Securities We May
Offer -- Payment of Additional Amounts" in the base
prospectus, make an increased payment so that you will
receive the same amount as the original payment before the
deduction. If we are required to make such an increased
payment, we may redeem the relevant notes, in whole but
not in part, at a price equal to 100% of their principal
amount plus accrued interest.

Form of Notes; Clearance and
We will issue the notes in fully registered form. The notes
Settlement
will be represented by one or more global securities
registered in the name of a nominee of DTC and deposited
with Law Debenture Trust Company of New York, as
depositary. You will hold a beneficial interest in the notes
through DTC in book-entry form. Indirect holders trading
their beneficial interest in the notes through DTC must trade
in DTC's same-day funds settlement system and pay in
immediately available funds. Secondary market trading
through Euroclear and Clearstream, Luxembourg will occur
in the ordinary way following the applicable rules and
operating procedures of Euroclear and Clearstream,
Luxembourg.

Denomination
The notes will be issued in minimum denominations of
$100,000 and integral multiples of $1,000 in excess thereof.

Further Issuances
We may, without the consent of the holders of any series of
notes, issue additional notes of such series having the same
ranking and same interest rate, maturity date, redemption
terms and other terms as such series of notes described in
the prospectus supplement (except for the price to the public
and issue date). Any such additional notes, together with the
applicable series of notes offered by this prospectus
supplement, will constitute a single series of securities under
the indenture relating to the notes. There is no limitation on
the amount of notes or other debt securities that we may
issue under that indenture.

Listing
We have applied to the UK Listing Authority for the notes
to be admitted to the Official List and to the London Stock
Exchange for the such notes to be admitted to trading on its
Gilt Edged and Fixed Interest Market.

Governing Law
The notes will be governed by the laws of the State of New
York.

Use of Proceeds
We will receive net proceeds from this offering of
approximately $1.19 billion. We plan to use the net proceeds
from the sale of the notes offered for general corporate
purposes.

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Risk Factors
You should carefully consider all the information in the
prospectus supplement and in the prospectus and, in
particular, the risks

S-4
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