UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13D
(RULE 13d-101)
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 7)
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TELECOM ITALIA S.P.A.
(Name of Issuer)
ORDINARY SHARES OF EURO 0.55 PAR VALUE
PER ORDINARY SHARE
(Title of Class of Securities)
87927W10
(CUSIP Number)
FRANCO GIANNI PAPA
UNICREDITO ITALIANO S.P.A.
375 PARK AVENUE
NEW YORK, NY 10152
212-546-9601
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
FEBRUARY 21, 2003
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box |_|.
Note: Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits. See Rule 13d-7
for other parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 4 Pages)
SCHEDULE 13D
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CUSIP No. 87927W10
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1. NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
UniCredito Italiano S.p.A.
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]
(b) [ ]
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3. SEC USE ONLY
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4. SOURCE OF FUNDS
WC
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of Italy
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NUMBER OF SHARES 7. SOLE VOTING POWER - 1,357,768
BENEFICIALLY OWNED BY EACH
REPORTING PERSON WITH -------------------------------------------------
8. SHARED VOTING POWER - 2,891,656,682
(See Item 5)
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9. SOLE DISPOSITIVE POWER - 0
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10. SHARED DISPOSITIVE POWER - 2,891,656,682
(See Item 5)
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,893,014,450
(See Item 5)
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[ ]
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 54.99%
(See Item 5)
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14. TYPE OF REPORTING PERSON - CO
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This Amendment No. 7 amends the Statement on Schedule 13D, dated
October 25, 2001, as amended (as previously amended, the "Statement on Schedule
13D"), filed by UniCredito Italiano S.p.A., a company organized under the laws
of the Republic of Italy ("UniCredito"), with respect to the ordinary shares,
euro 0.55 par value per share, of Telecom Italia S.p.A., a company incorporated
under the laws of the Republic of Italy. Capitalized terms used in this
Amendment without definition have the meanings ascribed to them in the Statement
on Schedule 13D.
UniCredito, Pirelli, Edizione Holding, BCI, Olimpia S.p.A. ("Olimpia")
and, as discussed in Items 4 and 6 of Amendment No. 6 to the Statement on
Schedule 13D, Hopa S.p.A. ("Hopa") are members of a group with respect to the
Telecom Italia Shares. This Amendment constitutes a separate filing on Schedule
13D by UniCredito in accordance with Rule 13d-1(k)(2) under the Securities
Exchange Act of 1934, as amended.
Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER
Reference is made to the Hopa Term Sheet, filed with Amendment No. 6 to
the Statement on Schedule 13D as Exhibit 24. On February 21, 2003, the parties
to the Hopa Term Sheet entered into the Definitive Agreement reflecting the
contents of the Hopa Term Sheet. A copy of a joint press release issued by
Olimpia and Hopa concerning the execution of the Definitive Agreement is filed
as an exhibit to Amendment No. 15 to Pirelli's Schedule 13D, dated February 26,
2003, filed as Exhibit 28 to this Schedule 13D and incorporated by reference
herein. The Definitive Agreement will be described in, and an English
translation thereof will be filed as an exhibit to, a subsequent amendment to
the Statement on Schedule 13D.
Item 7. MATERIAL TO BE FILED AS EXHIBITS.
EXHIBIT NO. DESCRIPTION
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Exhibit 28 Joint Press Release, dated February 21, 2003, issued by
Olimpia and Hopa (incorporated by reference to Exhibit 41 to
the Schedule 13D, dated February 26, 2003, filed with the
Securities and Exchange Commission by Pirelli S.p.A.)
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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.
UNICREDITO ITALIANO S.P.A.
By: /s/ Pietro Modiano
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Name: Pietro Modiano
Title: Executive Officer
By: /s/ Elisabetta Magistretti
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Name: Elisabetta Magistretti
Title: Executive Officer
Dated: May 5, 2003
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