FORM 6-K

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 under
the Securities Exchange Act of 1934

For the month of July 2009

Commission File Number 001-15092


TURKCELL ILETISIM HIZMETLERI A.S.
(Translation of registrant’s name into English)

Turkcell Plaza
Mesrutiyet Caddesi No. 153
34430 Tepebasi
Istanbul, Turkey
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F:   ý      Form 40-F:   o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):                

  Note:  Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):                

  Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.




EXHIBIT INDEX

  99.1   Press Release dated July 16, 2009 (“CORRECTION ON OUR ANNOUNCEMENT ON MAY 22, 2009”)

  99.2   Press Release dated July 16, 2009 (“ANNOUNCEMENT REGARDING FINANCING AGREEMENT FOR ASTELIT”)






EXHIBIT 99.1




 

 

CORRECTION ON OUR ANNOUNCEMENT ON MAY 22, 2009

 

Subject: Statement made pursuant to Circular VIII, No: 54 of the Capital Markets Board.

 

 

Istanbul Stock Exchange

 

 

ISTANBUL  

 

Special Subjects:

 

On our announcement published on Istanbul Stock Exchange’s Daily Bulletin on May 22, 2009, Alexey Khudyakov was inadvertently named as one of our Corporate Governance Committee Member. Our Corporate Governance Committee Members are Mehmet Bulent Ergin, Aimo Eloholma, and Oleg Malis.


We hereby confirm that the above-mentioned explanations are furnished as per the provisions of the Communiqué Serial no VIII/54, that they reflect all information we have gathered so far, that they are in accordance with our corporate documents, that we have used all endeavors to collect the complete and true related information and that we assume the responsibility for this disclosure.

 

TURKCELL ILETISIM HIZMETLERI A.S.

 

 

Nihat Narin

Filiz Karagul Tuzun

 

 

Investor and International Media Relations

Corporate Communications

 

 

Division Head

Division Head

 

 

16.07.2009,11:05

16.07.2009,11:05

 

 

 

For further information please e-mail to investor.relations@turkcell.com.tr

or call Turkcell Investor Relations (+ 90 212 313 1888)

 

 




EXHIBIT 99.2




 

 

ANNOUNCEMENT REGARDING FINANCING AGREEMENT FOR ASTELIT

 

Subject: Statement made pursuant to Circular VIII, No: 54 of the Capital Markets Board.

 

 

Istanbul Stock Exchange

 

 

ISTANBUL  

 

Special Subjects:

 

We had announced on our Board of Directors meeting dated February 27, 2009 that our Board of Directors had decided to assure export financing up to US$750 million to be used for the 2G and 3G network related expenditures of Turkcell Group Companies. Accordingly, our subsidiary Financell B.V, which is based in The Netherlands, signed a financing agreement for approximately up to US$75 million with Turkcell guarantee. The financing will be used for the products and services that will be purchased from Ericsson AB and Ericsson Ukraine for Astelit LLC’s 2G infrastructure investments. The maturity of the financing will be 7 years with semi-annual payments with a cost of 4.75% - 4.95%,

 

We hereby confirm that the above-mentioned explanations are furnished as per the provisions of the Communiqué Serial no VIII/54, that they reflect all information we have gathered so far, that they are in accordance with our corporate documents, that we have used all endeavors to collect the complete and true related information and that we assume the responsibility for this disclosure.

 

TURKCELL ILETISIM HIZMETLERI A.S.

 

 

Nihat Narin

Filiz Karagul Tuzun

 

 

Investor &Int. Media Relations

Corporate Communications

 

 

Division Head

Division Head

 

 

16.07.2009,17:08

16.07.2009,17:08

 

 

 

For further information please e-mail to investor.relations@turkcell.com.tr

or call Turkcell Investor Relations (+ 90 212 313 1888)

 

 



 

 

 

 

 

 

SIGNATURES

                    Pursuant to the requirements of the Securities Exchange Act of 1934, Turkcell Iletisim Hizmetleri A.S. has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

TURKCELL ILETISIM HIZMETLERI A.S.


Date:  July 16, 2009 By:   /s/ Nihat Narin                                       
Name:   Nihat Narin
Title:     Investor & Int. Media Relations - Division Head


TURKCELL ILETISIM HIZMETLERI A.S.


Date:  July 16, 2009 By:   /s/ Filiz Karagul Tuzun                            
Name:   Filiz Karagul Tuzun
Title:     Corporate Communications - Division Head