UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) ~~January~~February 218, 2010

NORTEL NETWORKS LIMITED

(Exact name of registrant as specified in its charter)

CANADA	000-30758	62-12-62580
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
5945 AIRPORT ROAD, SUITE 360, MISSISSAUGA, ONTARIO, CANADA		L4V 1R9
(Address of principal executive offices)		(Zip Code)

5945 AIRPORT ROAD, SUITE 360,

MISSISSAUGA, ONTARIO, CANADA

L4V 1R9

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code 905-863-7000

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events.

On ~~January 21~~February 8, 2010, Nortel Networks Corporation (“NNC”) announced that it, ~~its principal operating subsidiary~~ Nortel Networks Limited (“NNL”) and ~~its~~their ~~other~~ Canadian subsidiaries that have filed for creditor protection under ~~the~~CCAA ~~Companies’~~(collectively, ~~Creditors Arrangement~~Nortel), ~~Act~~ have ~~obtained~~reached an ~~order~~agreement ~~from~~on ~~the~~certain ~~Ontario~~employment ~~Superior~~related matters ~~Court~~regarding offormer ~~Justice (“~~Canadian ~~Court”)~~Nortel ~~further extending~~employees, toincluding ~~April~~Nortel’s ~~23,~~Canadian ~~2010,~~registered ~~the~~pension ~~stay~~plans ofand ~~proceedings~~benefits ~~that~~for ~~was~~Canadian ~~previously~~pensioners ~~granted~~and byNortel ~~the~~employees ~~Canadian~~on ~~Court~~long term disability. ~~The~~A ~~purpose~~copy of the ~~stay or~~press ~~proceedings~~release is toattached ~~provide~~hereto ~~stability~~as Exhibit to99.1 ~~the Nortel companies to continue with their divestiture~~ and ~~other~~incorporated ~~restructuring~~by ~~efforts~~reference herein.

~~In addition,~~On ~~NNC also announced that on January~~February 2111, 2010, itNNC ~~obtained~~provided ~~approvals~~an ~~from~~update ~~the~~on ~~Canadian~~its ~~Court~~creditor ~~and~~protection ~~the~~proceedings stating ~~United~~completed ~~States~~asset ~~Bankruptcy~~sales ~~Court~~have ~~for~~generated ~~the~~more ~~District~~than ~~of Delaware (“~~US$2 ~~Court”)~~billion ofin ~~the~~net ~~Final~~proceeds. ~~Canadian~~Nortel ~~Funding~~also ~~and Settlement Agreement, previously~~ announced onthat ~~December 23,~~approximately ~~2009~~13,000 ~~which,~~jobs ~~among~~have ~~other~~been ~~things,~~preserved ~~provides~~through ~~that~~announced ~~Nortel~~sales ~~Networks Inc. (“NNI”) will pay~~ to ~~the~~date, ~~registrant~~plus approximately ~~US$190 million over the course of 2010~~2,300 ~~which~~continuing ~~amount~~in ~~includes~~Nortel’s ~~the~~NBS ~~contribution of NNI~~ and ~~certain~~Corporate UGroup.S. ~~affiliates~~Work ~~towards~~still ~~certain estimated costs~~ to be ~~incurred~~done byincludes ~~the~~asset ~~registrant~~sales, onbusiness ~~their~~transitions, ~~behalf~~claims ~~for~~process ~~the~~and ~~duration~~other ofrestructuring ~~the~~activities. ~~creditor~~Nortel ~~protection~~is ~~proceedings.~~seeking ~~These~~court approvals ~~also~~for ~~allow~~plan ~~the~~that ~~creation~~ensures ~~and~~the ~~allowance~~continuity of ~~a pre-filing~~employees ~~claim~~with in the ~~Canadian~~skills ~~creditor~~to ~~protection proceedings against~~ complete the ~~registrant~~process. inA ~~favour~~copy of ~~NNI in~~ the ~~amount~~press ofrelease ~~$2.0637~~is ~~billion.~~attached Inhereto ~~addition,~~as ~~Nortel~~Exhibit ~~obtained various other approvals from the Canadian Court and US Court which, among other things, authorize the registrant and NNI to enter into advance pricing agreements with the U~~99.S.2 and ~~Canadian~~incorporated ~~tax~~by ~~authorities~~reference ~~to resolve certain transfer pricing issues, on a retrospective basis, for the taxable years 2001 through 2005~~herein.

Item 9.01

Financial Statements and Exhibits

(d)

Exhibits

99.1	Press Release issued by NNC on February 8, 2010.

99.2	Press Release issued by NNC on February 11, 2010.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

NORTEL NETWORKS LIMITED By: /S/ ANNA VENTRESCA Anna Ventresca General Counsel- – Corporate and Corporate Secretary

By: /S/ ~~GRACE~~JOHN KM. ~~MCDONALD~~DOOLITTLE ~~Grace~~John KM. ~~McDonald~~Doolittle ~~Assistant~~Senior ~~Secretary~~Vice-President, Finance and Corporate Services

Dated: ~~January~~February 2211, 2010

EXHIBIT INDEX


Exhibit No.		Description

99.1		Press Release issued by NNC on February 8, 2010.

99.2		Press Release issued by NNC on February 11, 2010.

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