Edgar Filing: TELENOR ASA

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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934

Date: 27^th of October 2005, for third quarter, 2005

TELENOR ASA

(Registrant’s Name)

Snarøyveien 30,
1331 Fornebu,
Norway
(Registrant’s Address)

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


		Form 20-F : þ		Form 40-F : o

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.


		Yes : o		No : þ

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

27.10.05 08:10 Marked=OB TEL TELENOR ASA THIRD QUARTER 2005 RESULTS

The third quarter of 2005 showed a growth in revenues for the Telenor Group of 13% to NOK 17,641 million compared to the third quarter of 2004. EBITDA before other income and expenses was NOK 6,598 million. Profit before taxes and minority interests was NOK 3,785 million. Telenor`s net income was NOK 2,200 million. Capital expenditure amounted to NOK 3,720 million. The net interest-bearing liabilities was NOK 21,838 million.

The third quarter of 2005 showed a gowth in revenues for the Telenor Group of 13% to NOK 17.6 billion compared to the third quarter of 2004. Profit before taxes and minority interests was NOK 3.8 billion.

Telenor`s net income was NOK 2,200 million. Net income per share for the third quarter of 2005 was NOK 1.30.

EBITDA before other income and expenses was NOK 6,598 million. The mobile operations contributed to the increased EBITDA-margin.

The number of subscriptions in the consolidated mobile operations at the end of the third quarter was 27.9 million.

Capital expenditure amounted to NOK 3,720 million and increased due to strong customer growth in the international mobile operations. An ownership interest in a satellite was acquired in the third quarter of 2004.

Bredbandsbolaget Holding AB in Sweden and Cybercity A/S in Denmark were acquired for considerations of NOK4.5 billion and NOK 1.3 billion respectively. In addition Telenor acquired net interest-bearing liabilities of NOK 1.1 billion. Brebandsbolaget Holding AB in Sweden and Cybercity A/S in Denmark were consolidated as of 8 July and 5 July, respectively.

In the third quarter of 2005, and in accordance with the authority granted by Telenor`s General Meeting of 20 May 2005, Telenor purchased 7,430,000 of its own shares in the market for NOK 425 million.

Communication PCL (DTAC). Prior to this acquisition, Telenor had an ownership interest of 29.9% in DTAC and 24.9% in UCOM, and Telenor will consolidate DTAC and UCOM from the fourth quarter of 2005.

OUTLOOK FOR 2005

Telenor maintains its outlook for 2005 as presented in Telenor`s report for the second quarter of 2005.

Compared to 2004, a continued high growth in revenues and EBITDA is expected for the mobile operations as a whole.

In Fixed Norway, revenues and EBITDA are expected to continue to decrease. The strong growth in the number of ADSL subscriptions is expected to continue, but this does not fully offset the expected decrease in revenues from PSTN/ISDN. In Broadcast, we expect EBITDA in line with 2004. High capital expenditure is expected in the fourth quarter of 2005, in which capital expenditure as a proportion of revenues is expected to slightly exceed 2004 levels. An increasing share of Telenor`s revenues and results come from operations outside Norway. Currency fluctuations will to an increasing extent influence the reported figures in Norwegian Krone. Political risk, including regulatory conditions, might also influence the results.

Compared to 2004, Telenor expects that overall profits, adjusted for special items, will grow in 2005.

27.10.05 08:48 Market=OB TEL PRESENTATION MATERIAL presentation material

Attached is the presentation material from Telenor ASA

27.10.05 14:09 Market=OB TEL FINANCIAL REPORTING FROM TELENOR IN 2006

Telenor intends to presents its financial reports in 2006 and keep its Annual General Meeting according to this plan:

Thursday 16th February: results for the 4th quarter and year 2005 results.

Thursday 4th May: results for the 1st quarter 2006.

Tuesday 23rd May: Annual General Meeting.
Friday 21st July: results for the 2nd quarter 2006.

Thursday 26th October: results for the 3rd quarter 2006.

TABLE OF CONTENTS


SIGNATURES

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, thereunto duly authorized.


		Telenor ASA

	By:
	Name: Trond Westlie
		(sign.)
	Title: CFO
Date: 27^th of October, 2005

THIRD QUARTER 2005

The third quarter of 2005 showed a growth in revenues for the Telenor Group of 13% to NOK 17.6 billion compared to the third quarter of 2004. Profit before taxes and minority interests was NOK 3.8 billion.

Telenor Group third quarter 2005

KEY POINTS IN THE QUARTER *⁾

•		Revenue growth of 13% — an underlying growth of 10% )**

•		The EBITDA margin before other income and expenses increased to 37.4%

•		The mobile operations showed continued strong growth and maintained their market positions

•		Telenor strengthened its position in DTAC in Thailand

KEY FIGURES


	Third quarter				First three quarters				Year
(NOK in millions)	2005		2004		2005		2004		2004

Revenues		17,641		15,608		49,453		45,079		60,701
Revenues — growth (%)		13.0		15.9		9.7		14.9		14.8
EBITDA before other income and expenses ¹⁾		6,598		5,672		17,247		16,269		21,367
EBITDA before other income and expenses/Revenues (%)		37.4		36.3		34.9		36.1		35.2
EBITDA		6,378		5,655		17,114		16,401		20,957
EBITDA/Revenues (%)		36.2		36.2		34.6		36.4		34.5
Adjusted operating profit ¹⁾		3,696		2,953		8,890		8,335		10,730
Adjusted operating profit/Revenues (%)		21.0		18.9		18.0		18.5		17.7
Operating profit		3,472		2,895		8,756		8,422		6,789
Operating profit/Revenues (%)		19.7		18.5		17.7		18.7		11.2
Associated companies		435		331		1,168		846		986
Profit before taxes and minority interests		3,785		2,988		9,925		11,004		9,296
Net income		2,200		1,683		5,951		6,523		5,677
Net income per share in NOK (basic), excluding treasury shares		1.30		0.97		3.47		3.72		3.25
Net income per share in NOK (diluted), excluding treasury shares		1.29		0.97		3.46		3.72		3.25
Net interest-bearing liabilities						21,838		20,596		19,195

Investments:
Capex ²⁾		3,720		3,140		10,003		8,623		12,745
Investments in businesses ³⁾		5,824		644		6,138		4,687		5,809


¹⁾		For reconciliation of EBITDA before other income and expenses and adjusted operating profit, see the table “Reconciliations” on page 20.

²⁾		Capex is investments in tangible and intangible assets.

³⁾		Comprises acquisitions of shares and participations, including acquisitions of subsidiaries and businesses not organised as separate companies.

*⁾		Compared to the third quarter of 2004, if not otherwise stated.

**⁾		Underlying growth is defined as revenue growth adjusted for the effects of acquisition and disposal of operations, and currency effects.

•		Telenor’s net income was NOK 2,200 million. Net income per share for the third quarter of 2005 was NOK 1.30.

•		EBITDA before other income and expenses was NOK 6,598 million. The mobile operations contributed to the increased EBITDA-margin.

•		The number of subscriptions in the consolidated mobile operations at the end of the third quarter was 27.9 million.

•		Capital expenditure amounted to NOK 3,720 million and increased due to strong customer growth in the international mobile operations. An ownership interest in a satellite was acquired in the third quarter of 2004.

•		Bredbandsbolaget Holding AB in Sweden and Cybercity A/S in Denmark were acquired for considerations of NOK4.5 billion and NOK 1.3 billion respectively. In addition Telenor acquired net interest-bearing liabilities of NOK 1.1 billion. Brebandsbolaget Holding AB in Sweden and Cybercity A/S in Denmark were consolidated as of 8 July and 5 July, respectively.

•		In the third quarter of 2005, and in accordance with the authority granted by Telenor’s General Meeting of 20 May 2005, Telenor purchased 7,430,000 of its own shares in the market for NOK 425 million.

•		On 26 October, Thai Telco Holdings (TTH), a 49% subsidiary of Telenor, completed the purchase of a 39.9% stake in United Telecommunications Industry PCL (UCOM) for a cash consideration of THB 9.2 billion. UCOM holds a 41.6% ownership interest in the Thai mobile company Total Access Communication PCL (DTAC). Prior to this acquisition, Telenor had an ownership interest of 29.9% in DTAC and 24.9% in UCOM, and Telenor will consolidate DTAC and UCOM from the fourth quarter of 2005.

KEY FIGURES OPERATIONS

Revenues


	Third quarter									First three quarters									Year
(NOK in millions)	2005			2004			Growth			2005			2004			Growth			2004			Growth

Telenor Mobil — Norway		3,121			3,009			3.7	%		9,008			8,767			2.7	%		11,730			7.5	%
Sonofon — Denmark		1,356			1,266			7.1	%		3,857			3,161			22.0	%		4,404			nm
Kyivstar — Ukraine		2,076			1,229			68.9	%		4,882			3,035			60.9	%		4,219			60.2	%
Pannon GSM — Hungary		1,583			1,552			2.0	%		4,496			4,397			2.3	%		5,907			10.0	%
DiGi.Com — Malaysia		1,285			1,048			22.6	%		3,480			2,942			18.3	%		3,946			24.2	%
GrameenPhone — Bangladesh		775			598			29.6	%		2,120			1,616			31.2	%		2,186			42.3	%
Other mobile operations		324			143			126.6	%		728			244			198.4	%		423			233.1	%
Fixed		4,964			4,675			6.2	%		14,288			14,475			-1.3	%		19,256			-6.1	%
Broadcast		1,392			1,330			4.7	%		4,183			3,971			5.3	%		5,346			11.4	%
Other operations		2,420			2,296			5.4	%		7,429			7,079			4.9	%		9,540			-7.2	%
Eliminations		(1,655	)		(1,538	)		nm			(5,018	)		(4,608	)		nm			(6,256	)		nm
Total revenues		17,641			15,608			13.0	%		49,453			45,079			9.7	%		60,701			14.8	%

EBITDA


				Third quarter												First three quarters									Year
(NOK in millions)	2005			Margin ¹⁾			2004			Margin ¹⁾			2005			Margin ¹⁾			2004			Margin ¹⁾			2004			Margin ¹⁾

Telenor Mobil — Norway		1,218			39.0	%		1,103			36.7	%		3,285			36.5	%		3,186			36.3	%		4,305			36.7	%
Sonofon — Denmark		307			22.6	%		260			20.5	%		868			22.5	%		665			21.0	%		681			15.5	%
Kyivstar — Ukraine		1,148			55.3	%		772			62.8	%		2,691			55.1	%		1,869			61.6	%		2,581			61.2	%
Pannon GSM — Hungary		650			41.1	%		561			36.1	%		1,651			36.7	%		1,673			38.0	%		2,093			35.4	%
DiGi.Com — Malaysia		560			43.6	%		453			43.2	%		1,510			43.4	%		1,289			43.8	%		1,732			43.9	%
GrameenPhone — Bangladesh		441			56.9	%		383			64.0	%		1,104			52.1	%		975			60.3	%		1,313			60.1	%
Other mobile operations		(175	)	nm				(20	)	nm				(393	)	nm				(94	)	nm				(712	)	nm
Fixed		1,430			28.8	%		1,515			32.4	%		4,342			30.4	%		4,778			33.0	%		6,338			32.9	%
Broadcast		394			28.3	%		425			32.0	%		1,185			28.3	%		1,166			29.4	%		1,498			28.0	%
Other operations		423			17.5	%		203			8.8	%		897			12.1	%		893			12.6	%		1,114			11.7	%
Eliminations		(18	)	nm				—		nm				(26	)	nm				1		nm				14		nm
Total EBITDA		6,378			36.2	%		5,655			36.2	%		17,114			34.6	%		16,401			36.4	%		20,957			34.5	%


¹⁾		EBITDA as a percentage of revenues.

Operating profit


				Third quarter												First three quarters									Year
(NOK in millions)	2005			Margin ¹⁾			2004			Margin ¹⁾			2005			Margin ¹⁾			2004			Margin ¹⁾			2004			Margin ¹⁾

Telenor Mobil — Norway		990			31.7	%		833			27.7	%		2,604			28.9	%		2,401			27.4	%		3,228			27.5	%
Sonofon — Denmark		(1	)	nm				(109	)	nm				(121	)	nm				(248	)	nm				(3,799	)	nm
Kyivstar — Ukraine		826			39.8	%		627			51.0	%		1,807			37.0	%		1,471			48.5	%		2,026			48.0	%
Pannon GSM — Hungary		355			22.4	%		235			15.1	%		762			16.9	%		690			15.7	%		777			13.2	%
DiGi.Com — Malaysia		304			23.7	%		222			21.2	%		743			21.4	%		603			20.5	%		831			21.1	%
GrameenPhone — Bangladesh		334			43.1	%		325			54.3	%		831			39.2	%		832			51.5	%		1,095			50.1	%
Other mobile operations		(282	)	nm				(47	)	nm				(659	)	nm				(136	)	nm				(903	)	nm
Fixed		558			11.2	%		660			14.1	%		1,978			13.8	%		2,072			14.3	%		2,725			14.2	%
Broadcast		261			18.8	%		252			18.9	%		771			18.4	%		632			15.9	%		750			14.0	%
Other operations		165			6.8	%		(74	)	nm				127			1.7	%		120			1.7	%		96			1.0	%
Eliminations		(38	)	nm				(29	)	nm				(87	)	nm				(15	)	nm				(37	)	nm
Total operating profit		3,472			19.7	%		2,895			18.5	%		8,756			17.7	%		8,422			18.7	%		6,789			11.2	%


¹⁾		Operating profit as a percentage of revenues.

As of 1 January 2005, Telenor’s unaudited interim consolidated financial statements are prepared according to International Financial Reporting Standards (IFRS) according to IAS 34 “Interim Financial Reporting”. As a consequence of the transition to IFRS, certain of Telenor’s accounting principles have been changed compared to Telenor’s financial statements for the year and quarters of 2004, which were prepared according to Norwegian Generally Accepted Accounting Principles (N GAAP). The figures for the comparable periods of 2004 have been restated to comply with IFRS. The main changes are discussed in the first quarter report for 2005. Accounting figures and key figures for periods prior to 2004 have not been restated to comply with IFRS. Reference is made to Telenor’s first quarter report and second quarter report for 2005 for discussions related to the first and second quarter of 2005.

TELENOR’S OPERATIONS

The statements below are related to of Telenor’s development in the third quarter of 2005 compared to the third quarter of 2004, if not otherwise stated.

MOBILE OPERATIONS

TELENOR MOBIL — NORWAY


	Third quarter				First three quarters				Year
(NOK in millions)	2005		2004		2005		2004		2004

Subscription and traffic		2,098		2,044		6,028		5,858		7,879
Interconnection revenues		441		403		1,300		1,183		1,613
Mobile revenues company’s subscriptions		2,539		2,447		7,328		7,041		9,492

Other mobile revenues		484		434		1,299		1,143		1,513
Total mobile revenues		3,023		2,881		8,627		8,184		11,005

Non-mobile revenues		98		128		381		583		725
Total revenues ¹⁾		3,121		3,009		9,008		8,767		11,730

¹⁾ Of which internal revenues		299		311		890		937		1,226

EBITDA		1,218		1,103		3,285		3,186		4,305
Depreciation and amortization ¹⁾		224		267		667		781		1,062
Write-downs		4		3		14		4		15
Operating profit		990		833		2,604		2,401		3,228

¹⁾ Of which amortization of Telenor’s net excess values		1		—		3		—		1

EBITDA/Total revenues (%)		39.0		36.7		36.5		36.3		36.7
Operating profit/Total revenues (%)		31.7		27.7		28.9		27.4		27.5
Capex		220		332		757		801		973
ARPU — monthly (NOK)		314		328		306		325		323
No. of subscriptions (in thousands)						2,736		2,562		2,645


•		The number of subscriptions increased by 49,000 during the third quarter of 2005.

•		At the end of the third quarter of 2005, Telenor Mobil’s estimated market share was 56%, in line with the end of the second quarter of 2005.

•		The decrease in ARPU was primarily due to price reductions.


•		Mobile revenues increased by 4.9%. Revenues from subscriptions and traffic were positively affected by a higher number of subscriptions, but were partially offset by reduced prices on subscription, voice and SMS. Interconnection revenues increased due to the increased number of subscriptions. Other mobile revenues increased due to higher revenues from the sale of capacity on a wholesale basis.

•		Non-mobile revenues decreased due to lower sales of customer equipment.

•		The improvement in the EBITDA margin to 39.0% was primarily due to increased revenues and lower costs associated with sales and marketing activities due to slower market growth.

•		The decrease in depreciation and amortization was partially due to an estimated extension of the useful life of certain assets from 1 January 2005.

•		The decrease in capital expenditure was primarily due to lower investments related to GSM, UMTS and development projects.

•		In September 2005, the Norwegian regulatory authorities decided to reduce interconnection charges in the Norwegian market for mobile telephony. From 1 November 2005, Telenor Mobil’s interconnection charges, including set-up call fee, will be reduced by NOK 0.05 to NOK 0.68 and from 1 July 2006, the interconnection charges will be reduced by a further NOK 0.03 to NOK 0.65. Telenor Mobil has appealed the decision.

•		The GSM 900 licence, which was due to expire on 1 November 2005, has been renewed until 31 December 2017. This will involve capital expenditure of approximately NOK 190 million in the fourth quarter of 2005.

SONOFON — DENMARK


	Third quarter						First three quarters						Year
(NOK in millions)	2005			2004			2005			2004			2004

Subscription and traffic		600			541			1,766			1,311			1,813
Interconnection revenues		325			274			953			694			986
Mobile revenues company’s subscriptions		925			815			2,719			2,005			2,799

Other mobile revenues		181			170			482			428			571
Total mobile revenues		1,106			985			3,201			2,433			3,370

Non-mobile revenues		250			281			656			728			1,034
Total revenues ¹⁾		1,356			1,266			3,857			3,161			4,404

¹⁾ Of which internal revenues		43			21			98			33			53

EBITDA		307			260			868			665			681
Depreciation and amortization ¹⁾		308			369			989			913			1,190
Write-downs ²⁾		—			—			—			—			3,290
Operating loss		(1	)		(109	)		(121	)		(248	)		(3,799	)

¹⁾ Of which amortization of Telenor’s net excess values		131			160			422			395			551
²⁾ Of which write-downs of Telenor’s net excess values		—			—			—			—			3,075

EBITDA/Total revenues (%)		22,6			20,5			22,5			21,0			15,5
Capex		137			102			305			312			388
Investments in business		—			—			—			3,786			3,786
ARPU — monthly (NOK)		243			219			242			234			227
No. of subscriptions (in thousands)								1,261			1,253			1,275

The Norwegian Krone appreciated against the Danish Krone by approximately 6% in the third quarter of 2005 compared to the third quarter of 2004.

•		The number of subscriptions increased by 11,000 in the third quarter of 2005.

•		At the end of the third quarter of 2005, Sonofons estimated market share was 26%, in line with the end of the second quarter of 2005.

•		Measured in local currency, ARPU increased by 19%, primarily due to an increase in average usage (average minutes per subscription — AMPU) as a consequence of a restructuring of the subscriber base.

•		Measured in local currency, mobile revenues increased by approximately 20%, primarily due to an increase in ARPU.

•		The decrease in non-mobile revenues is primarily due to lower revenues from the sale of customer equipment.

•		Measured in local currency, EBITDA increased by 26%, primarily due to higher revenues. The increase in the EBITDA margin was primarily due to reduced costs related to sales and marketing activities. The third quarter of 2004 was positively affected by capitalized costs that were expensed in the fourth quarter of 2004.

•		The increase in capital expenditure was due to further development of the GSM network.

KYIVSTAR — UKRAINE


	Third quarter				First three quarters				Year
(NOK in millions)	2005		2004		2005		2004		2004

Subscription and traffic		1,437		838		3,402		2,151		2,961
Interconnection revenues		541		319		1,282		741		1,068
Mobile revenues company’s subscriptions		1,978		1,157		4,684		2,892		4,029

Other mobile revenues		72		54		125		97		122
Total mobile revenues		2,050		1,211		4,809		2,989		4,151

Non-mobile revenues		26		18		73		46		68
Total revenues ¹⁾		2,076		1,229		4,882		3,035		4,219

1) Of which internal revenues		2		1		5		1		2

EBITDA		1,148		772		2,691		1,869		2,581
Depreciation and amortization ¹⁾		322		145		884		398		555
Write-downs		—		—		—		—		—
Operating profit		826		627		1,807		1,471		2,026

¹⁾ Of which amortization of Telenor’s net excess values		24		24		69		72		93

EBITDA/Total revenues (%)		55.3		62.8		55.1		61.6		61.2
Operating profit/Total revenues (%)		39.8		51.0		37.0		48.5		48.0
Capex		1,106		687		2,760		1,584		2,608
Investments in businesses		—		—		—		35		35
ARPU — monthly (NOK)		66		95		60		91		85
No. of subscriptions (100% in thousands)						10,943		4,856		6,252

At the end of the third quarter of 2005, Telenor’s ownership interest in Kyivstar was 56.5%. Compared to the third quarter of 2004, the Norwegian Krone was stable against the Ukrainian Hryvnia in the third quarter of 2005.

•		The strong subscription growth continued in the third quarter of 2005 with an increase of 1.6 million subscriptions. Compared to the third quarter of 2004, the number of subscriptions was more than doubled, with a total increase of 6.1 million.

•		At the end of the third quarter, Kyivstar was the market leader in Ukraine with an estimated market share of 47%. The market share decreased by 1 percentage point during the quarter.

•		The decrease in ARPU was due to price reductions. Despite the fact that new customers on average have lower average usage (AMPU) than existing customers, AMPU increased by 9%. The development in 2005 partially reflects the seasonal patterns; the development in the second and third quarters are normally stronger than the first and fourth quarters.

•		Measured in local currency, revenues increased by 71%, primarily due to the increased number of subscriptions. This was partially offset by price reductions.

•		The decrease in the EBITDA margin was primarily due to a decrease in prices and a significant increase in costs associated with sales and marketing activities as a result of strong customer growth. EBITDA, measured in local currency, increased by 51%.

•		Depreciation and amortization increased as a result of increased capital expenditure in the intervening quarters, and the fact that some network components are likely to require replacement earlier than originally anticipated, due to the strong growth the company is experiencing.

•		Increased capital expenditure was due to network investments required by the increase in subscriptions and traffic volumes. Capital expenditure is expected to increase further in the fourth quarter.

PANNON GSM — HUNGARY


	Third quarter				First three quarters				Year
(NOK in millions)	2005		2004		2005		2004		2004

Subscription and traffic		1,025		1,005		2,808		2,749		3,669
Interconnection revenues		416		423		1,304		1,289		1,731
Mobile revenues company’s subscriptions		1,441		1,428		4,112		4,038		5,400

Other mobile revenues		52		46		124		110		142
Total mobile revenues		1,493		1,474		4,236		4,148		5,542

Non-mobile revenues		90		78		260		249		365
Total revenues ¹⁾		1,583		1,552		4,496		4,397		5,907

¹⁾ Of which internal revenues		2		—		6		3		6

EBITDA		650		561		1,651		1,673		2,093
Depreciation and amortization ¹⁾		294		326		886		983		1,295
Write-downs		1		—		3		—		21
Operating profit		355		235		762		690		777

¹⁾ Of which amortization of Telenor’s net excess values		86		91		261		269		358

EBITDA/Total revenues (%)		41.1		36.1		36.7		38.0		35.4
Operating profit/Total revenues (%)		22.4		15.1		16.9		15.7		13.2
Capex		150		121		502		346		1,166
ARPU — monthly (NOK)		166		184		162		173		173
No. of subscriptions (100% in thousands)						2,856		2,595		2,770

Compared to the third quarter of 2004, the Norwegian Krone appreciated against the Hungarian Forint by approximately 7% in the third quarter of 2005.

•		The number of contract subscriptions increased by 53,000 during the third quarter, while total subscriptions increased by 32,000. Compared to the third quarter of 2004, the number of contract subscriptions increased by 253,000. During the same period, the share of contract subscriptions increased from 27% to 34%.

•		At the end of the third quarter of 2005, Pannon GSM’s estimated market share was 34%, in line with the previous quarter.

•		Measured in local currency, ARPU decreased by approximately 4%, primarily due to lower average prices and reduced interconnection charges. This was partially offset by increased average usage (AMPU).

•		Measured in local currency, revenues increased by 7% due to increased number of subscriptions and a higher share of contract subscriptions, partially offset by decreased ARPU.

•		The increase in the EBITDA margin was primarily due to increased revenues and lower costs relating to sales and marketing activities. EBITDA, measured in local currency increased by 22%. Adjusted for accruals between the quarters and net losses on disposal, the EBITDA margin was approximately 39%. During the third quarter of 2005, a reversal of previously expensed Universal Service Obligations for 2003 was undertaken, as a consequence of a court ruling in favour of Pannon, which determined that the fee was not applicable.

•		Depreciation and amortization decreased due to certain fixed assets being fully depreciated and due to an estimated increase in the useful life of certain assets from 1 January 2005.

•		In July 2005, the regulatory authorities in Hungary decided to reduce interconnection charges for all mobile operators with retroactive effect from 25 May 2005. Pannon’s interconnection charges were reduced by approximately 10%.

DIGI.COM — MALAYSIA


	Third quarter				First three quarters				Year
(NOK in millions)	2005		2004		2005		2004		2004

Subscription and traffic		1,035		751		2,751		2,055		2,794
Interconnection revenues		155		144		435		428		571
Mobile revenues company’s subscriptions		1,190		895		3,186		2,483		3,365

Other mobile revenues		18		17		47		52		65
Total mobile revenues		1,208		912		3,233		2,535		3,430

Non-mobile revenues		77		136		247		407		516
Total revenues ¹⁾		1,285		1,048		3,480		2,942		3,946

¹⁾ Of which internal revenues		1		1		2		3		3

EBITDA		560		453		1,510		1,289		1,732
Depreciation and amortization ¹⁾		255		231		765		686		901
Write-downs		1		—		2		—		—
Operating profit		304		222		743		603		831

¹⁾ Of which amortization of Telenor’s net excess values		13		18		47		55		72

EBITDA/Total revenues (%)		43.6		43.2		43.4		43.8		43.9
Operating profit/Total revenues (%)		23.7		21.2		21.4		20.5		21.1
Capex		310		228		596		493		920
ARPU — monthly (NOK)		100		110		97		110		107
No. of subscriptions (100% in thousands)						4,187		2,804		3,239

At the end of the third quarter of 2005, Telenor’s ownership interest in DiGi was 61.0%. Compared to the third quarter of 2004, the Norwegian Krone appreciated against the Malayan Ringgit by approximately 5% in the third quarter of 2005.

•		The number of subscriptions increased by 422,000 during the third quarter of 2005, reaching 4.2 million at the end of the quarter. The increase from the end of the third quarter of 2004 was 1.4 million.

•		DiGi’s estimated market share increased to above 23%, compared to 22% at the end of the previous quarter.

•		Measured in local currency, ARPU decreased by 5%, primarily due to price reductions, partially offset by an increase in average usage (AMPU).

•		Measured in local currency, revenues increased by 30%. Measured in local currency, revenues from subscription and traffic increased by 46%, primarily due to the higher subscription base. Interconnection revenues showed lower growth as an increasing share of the mobile traffic in the Malayan market is kept within the operators’ own networks (on-net traffic).

•		Measured in local currency, non-mobile revenues decreased due to lower volumes and price reductions.

•		The EBITDA margin was maintained, while EBITDA, measured in local currency, increased by 31%.

•		Depreciation and amortization increased mainly as a result of a decrease in the estimated useful life of certain assets from 1 January 2005.

•		Capital expenditure was related to investments in the network due to increased usage, a higher subscriber base and improved coverage. A further increase in capital expenditure is expected in the fourth quarter.

GRAMEENPHONE — BANGLADESH


	Third quarter				First three quarters				Year
(NOK in millions)	2005		2004		2005		2004		2004

Subscription and traffic		715		565		1,972		1,535		2,064
Interconnection revenues		52		26		125		55		90
Mobile revenues company’s subscriptions		767		591		2,097		1,590		2,154

Other mobile revenues		6		5		16		18		24
Total mobile revenues		773		596		2,113		1,608		2,178

Non-mobile revenues		2		2		7		8		8
Total revenues ¹⁾		775		598		2,120		1,616		2,186

¹⁾Of which internal revenues		—		—		—		—		—

EBITDA		441		383		1,104		975		1,313
Depreciation and amortization		107		58		273		143		215
Write-downs		—		—		—		—		3
Operating profit		334		325		831		832		1,095


EBITDA/Total revenues (%)		56.9		64.0		52.1		60.3		60.1
Operating profit/Total revenues (%)		43.1		54.3		39.2		51.5		50.1
Capex		590		418		1,443		836		1,318
Investments in businesses		—		—		—		—		298
ARPU — monthly (NOK)		65		103		72		110		104
No. of subscriptions (100% in thousands)						4,215		2,024		2,388

At the end of the third quarter of 2005, Telenor’s ownership interest in GrameenPhone was 62.0%. Compared to the third quarter of 2004, the Norwegian Krone appreciated against the Bangladeshi Taka by approximately 13% in the third quarter of 2005.

•

The number of subscriptions increased by 511,000 during the third quarter of 2005, reaching 4.2 million at the end of the quarter. Compared to the third quarter of 2004, the number of subscriptions more than doubled, with an increase of 2.2 million subscriptions.

•

At the end of the third quarter of 2005, GrameenPhone’s estimated market share was 62%, in line with the previous quarter.

•

Measured in local currency, ARPU decreased by 27%, primarily due to strong customer growth and the fact that new customers on average have lower average usage (AMPU) than existing customers, as well as a decrease in average prices.

•

Measured in local currency, revenues increased by 51%, primarily due to the increased number of subscriptions.

•

The decrease in the EBITDA margin was primarily due to increased sales and acquisition costs as a result of the competition, with significantly higher customer growth compared to the third quarter of 2004. Measured in local currency, EBITDA increased by 34% primarily due to increased revenues. The

increased EBITDA margin, compared to the second quarter of 2005, was primarily due to a reduction in costs related to sales and marketing activities, partially as a consequence of lower customer growth.

•		Depreciation and amortization increased as a result of increased capital expenditure in the intervening quarters.

•		Increased capital expenditure was due to the extension of mobile coverage in new regions and increased mobile network capacity due to strong subscription growth.

•		The Bangladesh Telecommunication Regulatory Commission had in the second quarter of 2005 requested that GrameenPhone pay royalty and license fees on handsets according to the license requirements. The legitimacy and amount of the request for payment has not yet been clarified. Telenor is of the opinion that necessary provisions have been made.

OTHER MOBILE OPERATIONS


	Third quarter						First three quarters						Year
(NOK in millions)	2005			2004			2005			2004			2004

Revenues
Telenor Pakistan		76			—			125			—			—
ProMonte GSM		180			82			407			82			200
Telenor Mobile Sweden		68			61			196			162			223
Total revenues ¹⁾		324			143			728			244			423

¹⁾ Of which internal revenues		42			27			110			62			88

EBITDA
Telenor Pakistan		(134	)		(20	)		(439	)		(33	)		(78	)
ProMonte GSM		98			45			213			45			91
Telenor Mobile Sweden		(139	)		(45	)		(167	)		(106	)		(725	)
Total EBITDA		(175	)		(20	)		(393	)		(94	)		(712	)

Depreciation and amortization ¹⁾		107			27			266			42			116
Write-downs		—			—			—			—			75
Operating loss		(282	)		(47	)		(659	)		(136	)		(903	)

Of which:
Telenor Pakistan		(201	)		(20	)		(580	)		(33	)		(78	)
ProMonte GSM		58			26			88			26			24
Telenor Mobile Sweden		(139	)		(53	)		(167	)		(129	)		(849	)
¹⁾ Of which amortization of Telenor’s net excess values		20			7			60			7			32

Investments
Capex		307			25			1,364			1,854			2,026
Investments in businesses		—			540			—			540			541

No. of subscriptions (in thousands)
Telenor Pakistan								1,200			—			—
ProMonte GSM								394			340			279
Telenor Mobile Sweden								97			96			105

Other mobile operations include Telenor Pakistan, ProMonte GSM and Telenor Mobile Sweden. The operation in Pakistan was established in the second quarter of 2004. ProMonte GSM was an associated company up until 12 August 2004, at which time Telenor acquired the remaining shares. Compared to the

second quarter of 2005, the Norwegian Krone depreciated by approximately 2% against the Pakistani Rupee and appreciated by approximately 2% against the Euro, the functional currency of ProMonte GSM, in the third quarter of 2005. The Norwegian Krone appreciated by approximately 9% against the Swedish Krone in the third quarter of 2005 compared to the third quarter of 2004.

Telenor Pakistan

•

At the end of the third quarter, Telenor Pakistan had 1.2 million subscriptions and an estimated market share of 7%.

•

The increase in EBITDA, compared to the second quarter of 2005, was primarily due to growth in revenues and the fact that the second quarter of 2005 to a higher extent was affected by costs related to the launch.

•

Capital expenditure in the third quarter amounted to NOK 299 million and was related to further development of the mobile network.

ProMonte GSM — Montenegro

•

The number of subscriptions increased by 91,000 during the third quarter of 2005 due to the tourist season.

•

ProMonte GSM’s estimated market share at the end of the third quarter of 2005 was 59% compared to 58% at the end of the second quarter of 2005.

•

The EBITDA margin in the third quarter was 54%.

Telenor Mobile Sweden

•

The increased EBITDA loss in the third quarter of 2005 was due to a further provision of NOK 123 million for loss on the MVNO agreement in Sweden. Subsequent to making this provision, the remaining value of the prepaid fixed amount in the balance sheet at 30 September 2005, was NOK 137 million. The further provision for loss was related to fewer subscriptions than previously assumed, and the depreciation of the Swedish Krone against the Norwegian Krone.

FIXED


	Third quarter							First three quarters					Year
(NOK in millions)	2005			2004			2005			2004			2004

Revenues
Norway		4,151			4,282			12,681			13,192			17,545
Other operations		840			419			1,694			1,362			1,829
Eliminations		(27	)		(26	)		(87	)		(79	)		(118	)
Total revenues ¹⁾		4,964			4,675			14,288			14,475			19,256

¹⁾ Of which internal revenues		588			427			1,571			1,316			1,823

EBITDA		1,430			1,515			4,342			4,778			6,338
Depreciation and amortization ¹⁾		874			855			2,386			2,706			3,573
Write-downs ²⁾		(2	)		—			(22	)		—			40
Operating profit		558			660			1,978			2,072			2,725

¹⁾ Of which amortization of Telenor’s net excess values		69			1			72			1			7
²⁾ Of which write-downs of Telenor’s net excess values		(3	)		—			(34	)		—			(22	)

EBITDA/Total revenues (%)		28.8			32.4			30.4			33.0			32.9
Operating profit/Total revenues (%)		11.2			14.1			13.8			14.3			14.2
Capex		602			419			1,539			1,182			1,791
Investments in businesses		5,792			—			5,836			96			105

•		In the third quarter of 2005, investments in businesses were related to the acquisitions of Brebandsbolaget and Cybercity. For further information, please refer to the section on business combinations on page 9.

•		In the third quarter of 2005, NOK 135 million were expensed as costs for workforce reductions in Fixed-Norway and Telenor AB.

FIXED – NORWAY


	Third quarter						First three quarters				Year
(NOK in millions)	2005			2004		2005			2004		2004

Revenues
Telephony (PSTN/ISDN)		1,743			1,959		5,481			6,259		8,268
ADSL/Internett		534			444		1,503			1,287		1,753
Data services		250			259		725			773		1,022
Other revenues		357			428		1,099			1,270		1,656
Total retail revenues		2,884			3,090		8,808			9,589		12,699

Wholesale revenues		1,267			1,192		3,873			3,603		4,846
Total revenues ¹⁾		4,151			4,282		12,681			13,192		17,545

¹⁾ Of which internal revenues		582			428		1,567			1,320		1,842

EBITDA		1,354			1,523		4,324			4,760		6,330
Depreciation and amortization ¹⁾		652			778		2,015			2,477		3,251
Write-downs ²⁾		(2	)		—		(24	)		—		2
Operating profit		704			745		2,333			2,283		3,077

¹⁾ Of which amortization of Telenor’s net excess values		—			1		—			1		2
²⁾ Of which write-downs of Telenor’s net excess values		(3	)		—		(34	)		—		2

EBITDA/Total revenues (%)		32.6			35.6		34.1			36.1		36.1
Operating profit/
Total revenues (%)		17.0			17.4		18.4			17.3		17.5
Capex		412			346		1,252			1,016		1,473
Investments in businesses		—			—		44			1		2
No. of PSTN subscriptions (in thousands)							1,118			1,196		1,182
No. of ISDN subscriptions (lines in thousands)							1,276			1,498		1,449
No. of ADSL subscriptions (in thousands)							444			270		326

•		The trend from previous quarters continued, with an increase in the number of ADSL subscriptions and a reduction in the number of PSTN/ISDN subscriptions. The number of ADSL subscriptions increased by 29,000 to 444,000, while the number of PSTN/ISDN subscriptions decreased by 53,000 to 1,650,000, a reduction of 185,000 from the third quarter of 2004.

•		At the end of the third quarter of 2005, Telenor’s estimated market share for ADSL was 59%, compared to 60% at the end of the second quarter of 2005. Telenor’s estimated market share, measured in traffic minutes, was 66% at the end of the third quarter of 2005, a decrease of 1 percentage point from the end of the third quarter of 2004.

•		Revenues decreased by 3.1%. The decrease in revenues from telephony (PSTN/ISDN), data revenues and other retail revenues was not fully offset by increased revenues from ADSL/Internet and increased wholesale revenues.

•		Revenues from telephony (PSTN/ISDN) decreased as a result of a reduction in the number of subscriptions and lower traffic volumes. The number of subscriptions decreased primarily as a result of the migration to broadband telephony with other fixed network operators, as well as a reduction in the total market for fixed network subscriptions. The reduction in traffic volumes was primarily related to the decrease in the number of subscriptions.

•		Revenues from ADSL/Internet increased due to growth in the number of ADSL subscriptions. This was partially offset by lower revenues from Internet traffic and Internet subscriptions.

•		The decrease in revenues from data services was due to price reductions and a shift in the product portfolio towards products with lower margins.

•		Other retail revenues decreased primarily due to a decrease in revenues from leased lines and operation of telephony solutions. This was partially offset by increased revenues from sale of services to other operations.

•		Increased wholesale revenues were primarily related to increased revenues from leased lines, operator access and contractor services.

•		In the third quarter of 2005, NOK 115 million were expensed as costs for workforce reductions. The EBITDA margin before other income and expenses decreased by 0.9 percentage points. The decrease in revenues was not fully offset by cost reductions. Increased revenues from the sale of low-margin services to other operations in Telenor also contributed to a decrease in the EBITDA margin.

•		The decrease in depreciation and amortization was primarily due to lower capital expenditure in recent years.

FIXED — OTHER OPERATIONS


	Third quarter							First three quarters					Year
(NOK in millions)	2005			2004			2005			2004			2004

Revenues
Fixed — Sweden		654			376			1,420			1,232			1,654
Fixed — Denmark		142			—			142			—			—
Other countries/eliminations *⁾		44			43			132			130			175
Total revenues ¹⁾		840			419			1,694			1,362			1,829

¹⁾ Of which internal revenues		33			26			91			76			99

EBITDA
Fixed — Sweden		31			(9	)		(25	)		12			9
Fixed — Denmark		48			—			48			—			—
Other countries/eliminations *⁾		(5	)		3			(4	)		10			6
Total EBITDA		74			(6	)		19			22			15

Depreciation and amortization ¹⁾		222			77			370			229			322
Write-downs ²⁾		—			—			3			—			38
Operating loss		(148	)		(83	)		(354	)		(207	)		(345	)

Of which:
Fixed — Sweden		(134	)		(74	)		(317	)		(179	)		(289	)
Fixed — Denmark		2			—			2			—			—
Other countries/eliminations *⁾		(16	)		(9	)		(39	)		(28	)		(56	)
¹⁾ Of which amortization of Telenor’s net excess values		69			—			72			—			5
²⁾ Of which write-downs of Telenor’s net excess values		—			—			—			—			(24	)

Capex
Fixed — Sweden		142			58			230			145			279
Fixed — Denmark		40			—			40			—			—
Other countries *⁾		8			15			17			21			39

Other countries include operations in the Czech Republic and Slovakia.

Fixed — Sweden

•

In the third quarter, Bredbandsbolaget’s revenues and EBITDA amounted to NOK 308 million and NOK 89 million, respectively. Capital expenditure amounted to NOK 105 million. In the third quarter of 2005, Bredbandsbolaget experienced a growth in the number of DSL subscriptions of 11,000, reaching a total of 200,000 DSL subscriptions.

•

Revenues in Telenor AB decreased, primarily due to a decrease in data revenues as a result of price reductions and a shift in the product portfolio towards products with lower prices.

•

Increased EBITDA-loss at Telenor AB was due to a decrease in the gross margin as a result of decreased revenues and a shift in the product portfolio towards products with a lower margin. In addition, NOK 20 million were expensed in costs for workforce reductions.

Fixed — Denmark

•

In the third quarter of 2005, Cybercity experienced a growth in the number DSL subscriptions of 11,000, reaching a total of 109,000 DSL subscriptions.

BROADCAST


	Third quarter							First three quarters					Year
(NOK in millions)	2005			2004			2005			2004			2004

Revenues
Distribution		1,139			1,072			3,425			3,197			4,309
Transmission		299			303			894			916			1,211
Other		77			109			246			322			461
Eliminations		(123	)		(154	)		(382	)		(464	)		(635	)
Total revenues ¹⁾		1,392			1,330			4,183			3,971			5,346

1) Of which internal revenues		33			33			96			101			135

EBITDA
Distribution		216			213			671			623			749
Transmission		181			183			530			497			688
Other/Eliminations		(3	)		29			(16	)		46			61
Total EBITDA		394			425			1,185			1,166			1,498

Depreciation and amortization ¹⁾		133			173			410			534			704
Write-downs ²⁾		—			—			4			—			44
Operating profit		261			252			771			632			750

Of which:
Distribution		159			117			481			306			302
Transmission		111			110			324			291			409
Other/Eliminations		(9	)		25			(34	)		35			39
¹⁾Of which amortization of Telenor’s net excess values		14			16			42			47			63
²⁾Of which write-downs of Telenor’s net excess values		—			—			—			—			25

EBITDA/Total revenues (%)		28.3			32.0			28.3			29.4			28.0
Operating profit/Total revenues (%)		18.8			18.9			18.4			15.9			14.0
Capex		116			716			259			809			880
Investments in businesses		17			—			17			—			—
No. of DTH pay-TV subscribers (in thousands)								876			800			824
No. of Cable TV subscribers (in thousands)								636			614			624
No. of households in small antenna networks (in thousands)								1,184			1,190			1,212
No. of Cable TV Internet access (in thousands)								53			38			44

•

In the third quarter, the number of DTH pay-TV subscribers increased by 23,000 and the number of cable TV Internet accesses increased by 3,000. The number of Cable TV subscribers increased by 17,000, which largely were a result of conversions of small antenna TV network subscriptions.

•

In the third quarter, Norsk Televisjon AS (NTV), which is jointly owned by Broadcast, the TV2 Group and NRK, applied for a licence for operation and maintenance of a digital terrestrial network (DTT) in Norway. NTV was the only applicant.

•

In the third quarter of 2005, Broadcast entered into an agreement for the purchase a new satellite with 24 transponders to replace the satellite Thor II, which has 14 transponders. Broadcast expects to take over the satellite in the fourth quarter of 2007. Total payments in the period until takeover is expected to be NOK 1.2 billion.

BROADCAST — DISTRIBUTION

•

The increase in revenues was primarily due to the growth in the number of subscribers, partially offset by the effects of the appreciation of the Norwegian Krone against the Swedish Krone and the Danish Krone.

•

The decrease in the EBITDA margin was primarily due to increased sales and acquisition costs (decoders, marketing and commissions) and higher cost relating to content. This was partially offset by a reduction in the purchase of internal services at Broadcast.

•

Depreciation and amortization decreased due to fully depreciated DTH decoders and fully depreciated fixed assets in the cable TV operation.

•

Capital expenditure was mainly related to upgrades of the cable TV network in Norway.

•

In Sweden, the shut-down of the terrestrial analogue network for TV distribution commenced in the third quarter. During 2005, approximately 200,000–250,000 households are expected to lose their analogue TV signals. Alternative ways of TV distribution will be cable, DTH or DTT.

BROADCAST — TRANSMISSION

•

Reduced revenues at Transmission were due to lower satellite revenues as a result of the transition from analogue to digital distribution. This was partially offset by increased revenues from terrestrial broadcasting.

•

Increased depreciation and amortization, relating to investments in satellite capacity in August 2004, was offset by decreased depreciation due to an increase in the estimated useful life of certain fixed assets in Norkring, with effect from 1 January 2005.

BROADCAST — OTHER

•

The decrease in revenues and EBITDA was related to lower revenues from sales of internal services at Broadcast.

OTHER UNITS


	Third quarter							First three quarters					Year
(NOK in millions)	2005			2004			2005			2004			2004

Revenues
EDB Business Partner		1,217			1,042			3,733			3,133			4,287
Satellite Services		610			595			1,791			1,812			2,385
Venture		123			213			364			675			901
Corporate functions and Group activities		517			515			1,702			1,596			2,154
Other		(1	)		28			26			160			174
Eliminations		(46	)		(97	)		(187	)		(297	)		(361	)
Total revenues ¹⁾		2,420			2,296			7,429			7,079			9,540

1) Of which internal revenues		647			717			2,238			2,161			2,929

EBITDA
EDB Business Partner		224			188			588			782			978
Satellite Services		115			84			273			312			409
Venture		7			62			12			60			130
Corporate functions and Group activities		67			(79	)		27			(249	)		(417	)
Other/eliminations		10			(52	)		(3	)		(12	)		14
Total EBITDA		423			203			897			893			1,114

Depreciation and amortization ¹⁾		258			240			770			732			975
Write-downs ²⁾		—			37			—			41			43
Operating profit (loss)		165			(74	)		127			120			96

Of which:
EDB Business Partner		120			121			281			606			736
Satellite Services		48			17			78			108			133
Venture		3			55			(1	)		34			97
Corporate functions and Group activities		(16	)		(178	)		(228	)		(541	)		(809	)
Other/eliminations		10			(89	)		(3	)		(87	)		(61	)
¹⁾Of which amortization of Telenor’s net excess values		3			2			7			6			8
²⁾Of which write-downs of Telenor’s net excess values		—			—			—			2			3

Investments
Capex		193			99			511			428			697
Investments in businesses		15			104			285			567			1,329

EDB BUSINESS PARTNER

•

As at 30 September 2005, the assets in the Telecom operations were sold with a gain before taxes of NOK 25 million, which contributed to the increase in EBITDA.

•

Revenues increased by 17%. The growth was mainly related to acquisition of operations from IBM and Capgemini, made in the fourth quarter of 2004.

•

Depreciation and amortization increased as a result of a shift from operating leases to own investments, as well as an increase in capital expenditure as a result of higher activity.

SATELLITE SERVICES

•

The increase in revenues and operating profit was primarily due to growth within satellite services and communication (VSAT), and the effect of acquired operations. The operating profit was also positively affected by a decrease in operating expenses. Revenues and operating profit were negatively affected by the strengthening of the Norwegian Krone against the US Dollar and lower volumes and prices in the Inmarsat segment. In the third quarter of 2004, revenues and operating profit were negatively affected by a downward adjustment of project revenues.

VENTURE

•

The decrease in revenues was primarily due to the effects of disposal of operations in 2004.

•

In the third quarter of 2005 and 2004, the operating profit included net gains on disposal of operations of NOK 8 million and NOK 63 million, respectively. A positive development was registered with respect to profits and market share in Opplysningen AS.

CORPORATE FUNCTIONS AND GROUP ACTIVITIES

•

The increase in EBITDA was due to a sales gain on property of NOK 29 million, a decrease in operation and maintenance expenses within the property operation, lower project activity, and the fact that the third quarter of 2004 included costs related to the Telenor Groups merger of several IT operating environments.

•

Depreciation and amortisation decreased due to buildings being sold.

OTHER PROFIT AND LOSS ITEMS FOR THE GROUP

Depreciation, amortization and write-downs


		Third quarter					First three quarters					Year
(NOK in millions)	2005			2004		2005			2004			2004

Depreciation of tangible assets ¹⁾		2,120			2,036		6,075			5,923			7,737
Amortization of other intangible assets ²⁾		782			683		2,282			2,011			2,900
Total depreciation and amortization		2,902			2,719		8,357			7,934			10,637

Write-downs of tangible and other intangible assets		7			6		35			8			282
Write-downs of goodwill		(3	)		—		(34	)		2			3,129
Write-downs of other intangible assets		—			35		—			35			120
Total write-downs		4			41		1			45			3,531
Total depreciation, amortization and write-downs		2,906			2,760		8,358			7,979			14,168


¹⁾ Specification of depreciation of tangible assets
Telenor Mobil — Norway		171			212		502			570			781
Sonofon — Denmark		102			152		324			362			340
Kyivstar — Ukraine		231			79		641			209			301
Pannon GSM — Hungary		147			172		455			523			689
DiGi.Com — Malaysia		224			200		662			592			779
GrameenPhone — Bangladesh		98			57		252			138			205
Other mobile operations		47			10		119			12			32
Fixed		774			778		2,131			2,415			3,173
Broadcast		116			148		360			463			605
Other operations		210			223		629			655			838
Eliminations		—			5		—			(16	)		(6	)
Total depreciation of tangible assets		2,120			2,036		6,075			5,923			7,737


	Third quarter				First three quarters				Year
(NOK in millions)	2005		2004		2005		2004		2004

²⁾ Specification of amortization of other intangible assets
Telenor Mobil — Norway		53		55		165		211		282
Sonofon — Denmark		206		216		665		551		850
Kyivstar — Ukraine		91		66		243		189		255
Pannon GSM — Hungary		147		153		431		460		605
DiGi.Com — Malaysia		31		31		103		94		123
GrameenPhone — Bangladesh		8		2		21		5		11
Other mobile operations		61		16		147		30		83
Fixed		100		77		255		291		399
Broadcast		17		25		50		71		99
Other operations		48		17		141		77		136
Eliminations		20		25		61		32		57
Total amortization of other intangible assets		782		683		2,282		2,011		2,900

•		In general, depreciation and amortization is affected by changes in exchange rates and investment levels in the previous quarters.

•		The increase in depreciation and amortization in Kyivstar was primarily due to increased capital expenditure and the fact that some network components are likely to require replacement earlier than originally anticipated due to the strong growth the company is experiencing.

•		ProMonte GSM was consolidated with effect from 12 August 2004 and Telenor Pakistan opened its mobile network for commercial services on 15 March 2005. This generated increased depreciation and amortization in Other mobile operations. Bredbandsbolaget and Cybercity were consoli-dated with effect from 8 July and 5 July 2005, respectively. This increased depreciation and amortization in Fixed.

Associated companies


	Third quarter						First three quarters						Year
(NOK in millions)	2005			2004			2005			2004			2004

Telenor’s share of ¹⁾
Net income after taxes		454			347			1,214			915			1,055
Amortization of Telenor’s net excess values		(12	)		(24	)		(42	)		(86	)		(101	)
Gains (losses)on disposal of ownership interests		(7	)		8			(4	)		17			32
Net result from associated companies		435			331			1,168			846			986

¹⁾

The figures are partially based on Telenor’s estimates in connection with the preparation of the consolidated financial statements. The consolidated profit and loss statement contains only the line “Net result from associated companies”. The table includes Telenor’s share of net income in Sonofon until 12 February 2004 and ProMonte GSM until 12 August 2004. Thereafter these companies are consolidated as subsidiaries.

•		At the end of the third quarter of 2005, Telenor’s ownership interest in VimpelCom in Russia was 29.9%. The value of Telenor’s share of the company based on the quoted share price as at 30 September 2005 was NOK 17.8 billion. According to telecom analysts, VimpelCom had approximately 40 million mobile subscriptions at the end of the third quarter of 2005.

•		Telenor’s direct and indirect ownership interest in DTAC in Thailand was 40.3% at the end of the third quarter of 2005. The value of Telenor’s share of the company based on the quoted share price as at 30 September 2005 was NOK 3.9 billion. At the end of August 2005, the number of mobile subscriptions in DTAC was approximately 8.3 million.

Financial items


	Third quarter						First three quarters						Year
(NOK in millions)	2005			2004			2005			2004			2004

Financial income		84			116			299			335			496
Financial expenses		(356	)		(388	)		(1,073	)		(1,224	)		(1,561	)
Net forreign currency gain (loss)		50			12			202			(27	)		(87	)
Change in fair value of financial instruments *⁾		97			—			86			—			—
Net gains (losses) and write-downs		3			22			487			2,652			2,673
Net financial items		(122	)		(238	)		1			1,736			1,521


Gross interest expenses		(367	)		(399	)		(1,104	)		(1,222	)		(1,582	)
Net interest expenses		(308	)		(293	)		(913	)		(929	)		(1,199	)

^*)		The comparative figures for 2004 are not restated to the principles in IAS 39

•		Decreased financial income was primarily due to reduced interest income as a consequence of a decline in interest rates in the market and a lower level of liquid assets.

•		Decreased financial expenses were primarily due to lower average interest rates on the debt portfolio.

•		Net foreign currency gain was primarily due to gains on debt in subsidiaries outside Norway

•		Change in fair value of financial instruments was primarily related to interest rate derivatives used for economic hedge of interest-bearing liabilities that do not fulfil the requirements for hedge accounting.

Taxes

•		The nominal Norwegian corporate income tax rate is 28%. The effective tax rate for the Telenor Group for the fiscal year 2005 is estimated at 30% of profit before taxes and minority interests. The estimated effective tax rate is affected by taxes related to companies outside Norway and non-deductible expenses.

•		The actual effective tax rate for 2005 may deviate from the estimated rate.

Balance sheet and cash flow

•		Total assets as of 30 September 2005 increased by NOK 4.8 billion compared to 30 June 2005, primarily due to the acquisitions of Bredbandsbolaget and Cybercity in July 2005. See below for more information about net assets and goodwill related to these acquisitions.

•		Decreased liquid assets were due to the payment for the shares in Bredbandsbolaget and Cybercity. Net interest-bearing liabilities increased by NOK 4.0 billion in the quarter to NOK 21.8 billion as of 30 September 2005, of which the effect of the purchase and consolidation of Bredbandsbolaget and Cybercity contributed NOK 6.9 billion.

•		Translation differences to equity in the third quarter of 2005 was primarily related to Pannon GSM, due to the appreciation of the Hungarian Forint compared to the Norwegian Krone in the quarter.

•		During the third quarter of 2005, Telenor purchased its own shares in the market for NOK 0.4 billion. If Telenor’s Annual General Meeting in 2006 approves redemption of shares owned by the Kingdom of Norway corresponding to Telenor’s repurchase of own shares in the market in the second and third quarter of 2005, in such a way that the Kingdom of Norway’s ownership interest remains unchanged, shareholders equity will be reduced by an additional NOK 0.9 billion at the time of the Annual General Meeting.

BUSINESS COMBINATIONS

Two significant business combinations have been effected in the third quarter of 2005.

Bredbandsbolaget, Sweden

On 8 July, Telenor acquired 100% of the issued share capital of Bredbandsbolaget (Bredbandsbolaget Holding AB and its subsidiaries) for a cash consideration of NOK 4.5 billion. The value was set based on fair value after negotiations between the parties. The transaction has been accounted for by the acquisition method of accounting.

Bredbandsbolaget offers high-speed broadband for Internet access, tele-phony, digital-TV and add-on broadband services.

The initial purchase price allocation has been determined only provisionally due to not completed valuation by independent financial experts of the fair values of assets acquired and liabilities assumed. The preliminary net assets acquired in the transaction, and the goodwill arising, are as follows:


	Bredbandsbolaget’s			Estimated
	carrying amount			fair value			Estimated
(NOK in millions)	before transaction			adjustment			fair value

Property, plant & equipment		661			(240	)		421
Software/other intangible assets		352			71			423
Customer base		599			(310	)		289
Trademarks		—			158			158
Deferred tax assets		252			(236	)		16
Currents assets excl. cash		230			—			230
Cash and cash equivalents		239			—			239
Deferred tax liability		(168	)		90			(78	)
Long-term liabilities		(1,050	)		—			(1,050	)
Short-term liabilities		(436	)		—			(436	)
Net assets		679			(467	)		212

Goodwill								4,267
Total consideration, satisfied by cash								4,479

The goodwill arising on the acquisition of Bredbandsbolaget is attributable to the anticipated profitability of its operations and to the anticipated synergies.

Bredbandsbolaget contributed NOK 308 million in revenues and a loss of NOK 11 million to the Telenor Group’s profit before tax for the period between the date of acquisition and 30 September 2005. This includes the results from the company and amortization of fair value adjustments, but does not include Telenor’s interest expenses related to the financing of the acquisition.

Cybercity, Denmark

On 5 July, Telenor acquired 100% of the issued share capital of Esplanaden Holding A/S for a cash consideration of NOK 1.3 billion. The value was set based on fair value after negotiations between the parties. Esplanaden Holding A/S owns 100% of the shares in Cybercity A/S. The transaction has been accounted for by the acquisition method of accounting.

Cybercity develops, manages and sells broadband solutions and network-based products such as security and VPN products for residential and business customers in Denmark.


	Cybercity’s			Estimated
	carrying amount			fair value			Estimated
(NOK in millions)	before transaction			adjustment			fair value

Property, plant & equipment		235			(86	)		149
Software/other intangible assets		50			40			90
Customer base		—			215			215
Trademarks		—			92			92
Deferred tax assets		55			(55	)		—
Currents Assets excl. cash		82			—			82
Cash and cash equivalents		42			—			42
Deferred tax liability		—			(73	)		(73	)
Long-term liabilities		(155	)		—			(155	)
Short-term liabilities		(200	)		—			(200	)
Net assets		109			133			242

Goodwill								1.071
Total consideration, satisfied by cash								1.313

The goodwill arising on the acquisition of Cybercity is attributable to the anticipated profitability of its operations and to the anticipated synergies.

Cybercity contributed NOK 142 million in revenues and a loss of NOK 1 million
to the Telenor Group’s profit before tax for the period between the date of acquisition and 30 September 2005. This includes the results from the company and amortization of fair value adjustments, but does not include Telenor’s interest expenses related to the financing of the acquisition.

Pro forma Information

If the acquisitions had been completed on 1 January 2005, total Telenor Group revenues and profit before taxes and minority interests for the first nine months of 2005 would have been NOK 50,838 million and NOK 9,614 million, respectively. These results are adjusted for Telenor’s interest expenses and amortization of fair value adjustments and the results in the period prior to the acquisition. The pro forma figures have been prepared for comparative purposes only and are not necessarily indicative of the results that might have been generated had the acquisitions been in effect in the period, or of future results.

On 26 October, Thai Telco Holdings (TTH), a 49% subsidiary of Telenor, completed the purchase of a 39.9% stake in United Telecommunications Industry PCL (UCOM) for a cash consideration of THB 9.2 billion. UCOM holds a 41.6% ownership interest in the Thai mobile company Total Access Communication PCL (DTAC). Prior to this acquisition, Telenor had an ownership interest of 29.9% in DTAC and 24.9% in UCOM, and Telenor will consolidate DTAC and UCOM from the fourth quarter of 2005.

TTH and Telenor Asia Pte Ltd (Offerors) will make a mandatory unconditional cash offer to acquire all the ordinary shares of DTAC, for USD 3.1465 per share. TTH will make a mandatory general offer for the remaining shares of UCOM not owned by TTH at a price of THB 53.00 per share. UCOM has received irrevocable purchase offers for the company’s core assets from parties external to Telenor. This does not include UCOM’s shares in DTAC. The irrevocable offer is valid until 20 April 2006.

DTAC is Thailand’s second largest mobile operator. DTAC’s shares are listed on the Singapore Stock Exchange and UCOM’s shares are listed on the Thailand Stock Exchange. DTAC, which currently has a GSM 1800 and AMPS 800 concession, offers mobile voice, roaming and value-added services to its customers through contract and prepaid tariff plans. DTAC’s non-voice services include mobile Internet services based on WAP and EDGE.

The acquisition of the 39.9% stake in UCOM was effected on 26 October. Consequently, the purchase price allocation has not been conducted and it is impracticable to provide profit and loss and balance sheet information according to IFRS for DTAC and UCOM in this third quarter report.

US GAAP

•

Telenor had net income in accordance with General Accepted Accounting Principles in the United States (US GAAP) of NOK 2,225 million in the third quarter of 2005 compared to net income in accordance with IFRS of NOK 2,200 million.

OUTLOOK FOR 2005

•		Telenor maintains its outlook for 2005 as presented in Telenor’s report for the second quarter of 2005.

•		Compared to 2004, a continued high growth in revenues and EBITDA is expected for the mobile operations as a whole.

•		In Fixed — Norway, revenues and EBITDA are expected to continue to decrease. The strong growth in the number of ADSL subscriptions is expected to continue, but this does not fully offset the expected decrease in revenues from PSTN/ISDN.

•		In Broadcast, we expect EBITDA in line with 2004.

•		High capital expenditure is expected in the fourth quarter of 2005, in which capital expenditure as a proportion of revenues is expected to slightly exceed 2004 levels.

•		An increasing share of Telenor’s revenues and results come from operations outside Norway. Currency fluctuations will to an increasing extent influence the reported figures in Norwegian Krone. Political risk, including regulatory conditions, might also influence the results.

•		Compared to 2004, Telenor expects that overall profits, adjusted for special items, will grow in 2005.

The accounts submitted with the report have not been audited. This report contains statements regarding the future in connection with Telenor’s growth initiatives, profit figures, outlook, strategies and objectives. In particular, the section “Outlook for 2005” contains forward-looking statements regarding the group’s expectations. All statements regarding the future are subject to inherent risks and uncertainties, and many factors can lead to actual profits and developments deviating substantially from what has been expressed or implied in such statements. These factors include the risk factors relating to Telenor’s activities described in Telenor’s 2004 Annual Report on Form 20-F filed with the Securities and Exchange Commission in the USA under the headings “Cautionary Statement Regarding Forward-Looking Statements” and “Risk Factors” (available at www.telenor.com/ir/).

Oslo, 26 October 2005
The Board of Directors of Telenor ASA

IMPLEMENTATION OF INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS)

Regulations of the European Union (EU) require that publicly listed companies within the EU prepare their consolidated financial statements in accordance with “International Financial Reporting Standards” (IFRS) by 2005. Due to the European Economic Area (EEA) agreement, Norwegian listed companies will also be required to follow IFRS. Telenor’s first IFRS financial statements will be for the year ending 31 December 2005 and will include the comparative period for 2004. Starting in the first quarter of 2005, Telenor will provide unaudited financial information in accordance with IFRS including comparable figures for 2004.

Telenor has made an evaluation of the differences between Telenor’s accounting principles according to Norwegian Generally Accepted Accounting Principles (N GAAP) and IFRS principles based on management’s current understanding of these standards. There is inherent uncertainty around the interpretation and implementation of IFRS. Accordingly, new pronouncements and interpretations may be issued during 2005, which could affect the final IFRS figures for 2004 and the interim figures for 2005. Consequently, changes in the company’s understanding of IFRS may result in revisions or other differences than those identified below. The figures are not audited. Audited figures will be reported in the financial statements for the year ended 31 December 2005.

The tables below show the estimated effects on net income and equity of implementing IFRS as from 1 January 2004. The accounting principles according to N GAAP are found in the annual report for 2004. The main changes in accounting principles when preparing Telenor’s financial statements according to IFRS and Comments to the various effects on net income and equity are provided in Telenor’s first quarter report for 2005.


Profit and loss 2004	First			Second			Third			Fourth			Year
(NOK in millions)	quarter			quarter			quarter			quarter			2004

Net income (loss) — NGAAP		2,801			1,410			1,399			(252	)		5,358
Amortization of goodwill, negative goodwill		213			245			247			234			939
Depreciation and amortization — other		13			(7	)		4			53			63
Write-down of goodwill		—			—			—			(935	)		(935	)
Pensions		24			24			23			24			95
Asset Retirement Obligations		(10	)		(11	)		(12	)		(13	)		(46	)
Share-based compensation		(4	)		(5	)		(5	)		(5	)		(19	)
Sale of software		11			2			23			15			51
Associated companies		92			79			39			58			268
Adjusted gains		20			(6	)		5			15			34
Tax on IFRS adjustments		(21	)		(6	)		(20	)		(8	)		(55	)
Minority interests		(9	)		(16	)		(20	)		(32	)		(76	)
Total adjustments		330			299			284			(594	)		319
Net income (loss) — IFRS		3,131			1,709			1,683			(846	)		5,677


Equity
(NOK in millions)	01.01.2004			31.03.2004			30.06.2004			30.09.2004			31.12.2004

Shareholders equity — NGAAP		37,237			40,083			40,130			41,248			37,594
Amortization of goodwill, negative goodwill		343			556			801			1,048			1,282
Depreciation and amortization — other		—			13			6			10			63
Write-down of goodwill		—			—			—			—			(935	)
Business Combinations		—			622			622			786			622
Pensions		(1,825	)		(1,801	)		(1,777	)		(1,754	)		(1,730	)
Asset Retirement Obligations		(296	)		(306	)		(317	)		(329	)		(342	)
Share-based compensation		—			—			—			—			—
Sale of software		(267	)		(256	)		(254	)		(231	)		(216	)
Associated companies		(139	)		(47	)		32			71			129
Adjusted gains and translation differences		—			(57	)		(49	)		(93	)		(66	)
Tax on IFRS adjustments		595			574			568			548			540
Dividends		1,776			1,776			—			—			2,602
Minority interests		226			218			202			182			150
Total adjustments		413			1,292			(166	)		238			2,099
Shareholders equity — IFRS		37,650			41,375			39,964			41,486			39,693

Reconciliation of shareholders’ equity for the Telenor Group from 31 December 2004 to 1 January 2005 due to the implementation of IAS 39.

IAS 39 “Financial Instruments: Recognition and Measurement” was implemented as of 1 January 2005. Up to and including 31 December 2004, Telenor accounted for Financial Instruments according to N GAAP.


(NOK in millions)
Shareholders’ equity 31 December 2004	39,693

Derivative instruments at fair value
— cash flow hedges	13
— derivatives not qualifying as hedges	(289	)
Shares available-for-sale at estimated fair value *)	753
Tax on the changes	(16	)
Minority’s share	(8	)
Total adjustments	453
Shareholders’ equity 1 January 2005	40,146

Estimated fair value of shares available-for-sale is increased by NOK 295 million compared to the equity reconciliation presented in Telenor’s first quarter report for 2005 due to new information about conditions as of 1 January 2005.

PROFIT AND LOSS STATEMENT


Telenor group	Third quarter			First three quarters									Year
(NOK in millions except net income per share)	2005			2004			2005			2004			2004

Revenues		17,641			15,608			49,453			45,079			60,701
Costs of materials and traffic charges		4,561			4,169			12,912			11,751			16,050
Own work capitalized		(141	)		(103	)		(449	)		(391	)		(557	)
Salaries and personnel costs		2,412			2,212			7,510			7,232			9,970
Other operating expenses		4,211			3,658			12,233			10,218			13,871
Other (income) and expenses		220			17			133			(132	)		410
Depreciation and amortization		2,902			2,719			8,357			7,934			10,637
Write-downs		4			41			1			45			3,531

Operating profit		3,472			2,895			8,756			8,422			6,789

Associated companies		435			331			1,168			846			986
Net financial items		(122	)		(238	)		1			1,736			1,521
Profit before taxes and minority interests		3,785			2,988			9,925			11,004			9,296

Taxes		(1,136	)		(926	)		(2,978	)		(3,447	)		(2,299	)
Profit before minority interests		2,649			2,062			6,947			7,557			6,997

Minority interests		(449	)		(379	)		(996	)		(1,034	)		(1,320	)
Net income		2,200			1,683			5,951			6,523			5,677


Net income per share in NOK (basic), excluding treasury shares		1.30			0.97			3.47			3.72			3.25
Net income per share in NOK (diluted), excluding treasury shares		1.29			0.97			3.46			3.72			3.25

US GAAP
Net income		2,225			1,649			5,754			6,209			5,639
Net income per share in NOK (basic), excluding treasury shares		1.31			0.95			3.35			3.54			3.22
Net income per share in NOK (diluted), excluding treasury shares		1.31			0.95			3.35			3.54			3.22

BALANCE SHEET


Telenor group	30/09/2005		30.06.2005		30.09.2004		31.12.2004
(NOK in millions)

Deferred tax assets		1,482		2,115		1,791		3,520
Goodwill		18,273		12,816		16,303		13,355
Intangible assets		11,389		10,229		10,933		11,076
Tangible assets		40,688		39,292		38,120		37,543
Associated companies		8,320		7,832		6,801		6,602
Other financial assets		3,277		3,505		2,414		1,250

Total fixed assets		83,429		75,789		76,362		73,346


Accounts receivable		7,146		6,523		6,748		6,104
Other current assets		8,205		7,229		5,933		6,713
Liquid assets		6,444		10,900		4,405		5,398

Total current assets		21,795		24,652		17,086		18,215

Total assets		105,224		100,441		93,448		91,561


Shareholders equity		42,285		39,880		41,486		39,693
Minority interests		5,198		4,630		4,160		3,946

Total equity and minority interests		47,483		44,510		45,646		43,639


Pension obligations		2,419		2,302		2,262		2,313
Deferred tax liabilities		2,290		2,050		1,836		2,292
Other provisions		903		864		929		891

Provisions		5,612		5,216		5,027		5,496


Long-term interest-bearing liabilities		22,406		22,359		22,322		20,602
Long-term non-interest-bearing liabilities		542		556		723		573

Total long-term liabilities		22,948		22,915		23,045		21,175


Short-term interest-bearing liabilities		6,592		7,269		2,679		3,991
Accounts payable		5,402		4,471		3,788		3,806
Short-term non-interest-bearing liabilities		17,187		16,060		13,263		13,454

Total short-term liabilities		29,181		27,800		19,730		21,251

Total equity and liabilities		105,224		100,441		93,448		91,561


USGAAP
Shareholders equity		44,900		42,670		43,782		42,430

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY


	Attributable to equity holders of the parent
										Cumulative
	Total paid			Other			Retained			translation						Minority
(NOK in millions)	capital			reserves			earnings			differences			Total			interest			Total equity

Balance as of 1 January 2004 - Restated according to IFRS		29,311			(732	)		9,071			—			37,650			3,420			41,070
Translation differences		—			—			—			(768	)		(768	)		(419	)		(1,187	)
Business combinations and increased ownership interests in subsidiaries		—			618			—			—			618			—			618
Equity adjustments in associated companies		—			62			—			—			62			—			62
Tax on items taken directly to or transferred from equity		—			—			—			163			163			—			163
Net income (loss) recognized directly in equity		—			680			—			(605	)		75			(419	)		(344	)

Profit for the year 2004		—			—			5,677			—			5,677			1,320			6,997
Total recognized income and expense for the period		—			680			5,677			(605	)		5,752			901			6,653

Dividends		—			—			(1,764	)		—			(1,764	)		(373	)		(2,137	)
Share buy back		(2,020	)		—			—			—			(2,020	)		—			(2,020	)
Sale of shares, share issue, and share options to employees		59			16			—			—			75			3			78
Transactions with shareholders in subsidiaries		—			—			—			—			—			(5	)		(5	)
Balance as of 31 December 2004		27,350			(36	)		12,984			(605	)		39,693			3,946			43,639

Total changes in accounting policy (IAS 39)		—			661			(208	)		—			453			8			461
Adjusted equity as of 1 January 2005		27,350			625			12,776			(605	)		40,146			3,954			44,100

Translation differences		—			—			—			108			108			292			400
Available-for-sale investments:
— Valuation gains (losses) taken to equity		—			1,319			—			—			1,319			15			1,334
— Transferred to profit or loss on sale		—			(371	)		—			—			(371	)		(8	)		(379	)
Cash flow hedges:
— Valuation gains (losses) taken to equity		—			(203	)		—			—			(203	)		—			(203	)
— Transferred to profit or loss for the period		—			(13	)		—			—			(13	)		—			(13	)
— Transferred to initial carrying amount of hedged items		—			209			—			—			209			—			209
Equity adjustments in associated companies		—			—			—			—			—			—			—
Tax on items taken directly to or transferred from equity		—			95			—			(129	)		(34	)		—			(34	)
Net income (loss) recognized directly in equity		—			1,036			—			(21	)		1,015			299			1,314

Profit for the period		—			—			5,951			—			5,951			996			6,947
Total recognized income and expenses for the period		27,350			1,661			18,727			(626	)		47,112			5,249			52,361

Dividends		—			—			(2,595	)		—			(2,595	)		(170	)		(2,765	)
Share buy back		(2,267	)		—			—			—			(2,267	)		—			(2,267	)
Sale of shares, share issue, and share options to employees		30			5			—			—			35			4			39
Transactions with shareholders in subsidiaries		—			—			—			—			—			115			115
Balance as of 30 September 2005		25,113			1,666			16,132			(626	)		42,285			5,198			47,483


	Attributable to equity holders of the parent
									Cumulative
	Total paid			Other			Retained		translation					Minority
(NOK in millions)	capital			reserves			earnings		differences		Total			interest			Total equity

Balance as of 1 January 2004 - Restated according to IFRS		29,311			(732	)		9,071		—		37,650			3,420			41,070
Translation differences		—			—			—		270		270			(7	)		263
Business combinations and increased ownership interests in subsidiaries		—			786			—		—		786			—			786
Net income recognized directly in equity		—			786			—		270		1,056			(7	)		1,049

Profit for the period		—			—			6,523		—		6,523			1,034			7,557
Total recognized income and expenses for the period		—			786			6,523		270		7,579			1,027			8,606

Share buy back		(2,020	)		—			—		—		(2,020	)		—			(2,020	)
Dividends					(1,764	)						(1,764	)		(182	)		(1,946	)
Sale of shares, share issue, and share options to employees		27			14			—		—		41			—			41
Transactions with shareholders in subsidiaries		—			—			—		—		—			(105	)		(105	)
Balance as of 30 September 2004		27,318			(1,696	)		15,594		270		41,486			4,160			45,646

CASH FLOW STATEMENT


Telenor group	3rd quarter						Three first quarters						Year
(NOK in millions)	2005			2004			2005			2004			2004

Profit before taxes and minority interests		3,785			2,988			9,925			11,004			9,296
Taxes paid		(294	)		(670	)		(728	)		(1,242	)		(1,516	)
Net (gains) losses, including write-downs and change in fair value of financial items		(154	)		(47	)		(738	)		(3,014	)		(3,161	)
Depreciation, amortization and write-downs		2,906			2,760			8,358			7,979			14,168
Associated companies		(435	)		(331	)		(1,168	)		(846	)		(986	)
Difference between expensed and paid pensions		161			213			203			349			267
Currency (gains) losses not related to operating activities		(41	)		(6	)		(203	)		23			57
Change in other accruals		528			282			532			(254	)		866
Net cash flow from operating activities		6,456			5,189			16,181			13,999			18,991


Payments on purchase of tangible and intangible assets		(3,540	)		(3,324	)		(9,078	)		(8,215	)		(11,613	)
Payments on purchase of subsidiaries and associated companies, net of cash received		(5,544	)		(525	)		(5,653	)		(5,235	)		(6,281	)
Proceeds from sale of tangible and intangible assets and businesses, net of cash transferred		420			239			1,161			717			1,112
Proceeds from sale of and payments for other investments		(78	)		(75	)		1,000			3,054			3,751
Net cash flow from investment activities		(8,742	)		(3,685	)		(12,570	)		(9,679	)		(13,031	)


Proceeds from and payments of interest-bearing liabilities		(525	)		(1,280	)		2,210			(3,826	)		(4,311	)
Issuance of shares and repayment of equity		23			4			47			26			33
Share buy back		(1,610	)		(905	)		(2,267	)		(2,020	)		(2,020	)
Dividends paid to minority interests		—			(188	)		(209	)		(189	)		(193	)
Dividends paid to Telenor’s shareholders		(135	)		(73	)		(2,595	)		(1,764	)		(1,764	)
Net cash flow from financing activities		(2,247	)		(2,442	)		(2,814	)		(7,773	)		(8,255	)


Effect on cash and cash equivalents of changes in foreign exchange rates		25			(131	)		155			(94	)		(268	)
Net change in cash and cash equivalents		(4,508	)		(1,069	)		952			(3,547	)		(2,563	)

Cash and cash equivalents at the beginning of the period		10,541			5,166			5,081			7,644			7,644
Cash and cash equivalents at the end of the period		6,033			4,097			6,033			4,097			5,081


	2003								2004									2005
ANALYTICAL INFORMATION	Q1		Q2		Q3		Q4		Q1		Q2		Q3		Q4			Q1		Q2		Q3

Revenues (NOK in millions)		—		—		—		—		14,245		15,226		15,608		15,622			15,270		16,542		17,641
EBITDA (NOK in millions)		—		—		—		—		5,048		5,698		5,655		4,556			5,106		5,630		6,378
Operating profit (loss) (NOK in millions)		—		—		—		—		2,537		2,990		2,895		(1,633	)		2,425		2,859		3,472
Profit (loss) before taxes and minority interests (NOK in millions)		—		—		—		—		5,033		2,983		2,988		(1,708	)		2,815		3,325		3,785
Equity ratio including minority interests (%)		—		—		—		—		46.8		46.3		48.8		47.7			47.2		44.3		45.1
Net interest-bearing liabilities (NOK in millions)		26,139		25,317		21,584		17,817		19,297		21,973		20,596		19,195			15,933		17,814		21,838
Net interest-bearing liabilities/EBITDA excluding gains and losses last 12 months		1.8		1.6		1.3		1.0		1.0		1.1		1.0		0.9			0.8		0.9		1.0
Capex (NOK in millions)		1,230		1,314		1,460		2,450		1,471		4,012		3,140		4,122			3,360		2,923		3,720
Investments in businesses (NOK in millions)		23		268		9		263		3,749		294		644		1,122			50		264		5,824
No. of man-years		21,200		21,150		20,300		19,450		20,600		20,200		20,700		20,900			21,900		22,400		23,400
- of which outside Norway		8,700		8,700		8,100		7,450		8,650		8,750		9,450		9,500			10,600		11,100		12,400

*MOBILE OPERATIONS)**
Telenor Mobil — Norway
No. of mobile subscriptions (NMT + GSM) (in thousands)		2,342		2,330		2,364		2,364		2,378		2,451		2,562		2,645			2,635		2,687		2,736
No. of GSM subscriptions (in thousands)		2,294		2,285		2,324		2,327		2,346		2,422		2,536		2,623			2,635		2,687		2,736
- of which prepaid		1,093		1,091		1,120		1,099		1,091		1,118		1,178		1,228			1,218		1,267		1,285
Average traffic minutes per subscription per month (AMPU) in the quarter		168		179		182		176		179		187		187		182			175		191		186
Average revenue per subscription per month (ARPU) in the quarter		317		330		335		310		315		332		328		318			297		308		314
- of which contract		459		476		489		452		464		491		499		491			453		465		475
- of which prepaid		158		166		167		155		147		146		129		119			117		129		133
No. of SMS/MMS and content messages (in millions)		566		594		619		630		611		656		726		792			818		838		881
Sonofon — Denmark
No. of mobile subscriptions (in thousands)		—		—		—		—		987		1,203		1,253		1,275			1,232		1,250		1,261
- of which prepaid		—		—		—		—		250		451		485		462			413		420		420
Average traffic minutes per subscription per month (AMPU) in the quarter		—		—		—		—		147		157		139		151			153		182		183
Average revenue per subscription per month (ARPU) in the quarter		—		—		—		—		250		233		219		207			229		253		243
- of which contract		—		—		—		—		287		291		281		267			284		306		292
- of which prepaid		—		—		—		—		135		111		120		111			126		146		146
No. of SMS/MMS and content messages (in millions)		—		—		—		—		479		545		588		687			722		716		747
Telenor Mobile Sweden
No. of mobile subscriptions (in thousands)		52		59		65		81		84		92		96		105			107		99		97
- of which prepaid		26		23		28		44		48		55		56		57			56		51		50
Average traffic minutes per subscription per month (AMPU) in the quarter		28		38		49		69		73		96		104		108			113		141		144
Average revenue per subscription per month (ARPU) in the quarter		120		155		172		175		169		181		182		169			164		167		164
- of which contract		195		239		252		248		252		262		265		241			215		216		215
- of which prepaid		45		49		56		103		106		122		125		117			121		121		115
Kyivstar — Ukraine
No. of mobile subscriptions (100% in thousands)		2,012		2,205		2,512		3,037		3,221		3,610		4,856		6,252			7,662		9,335		10,943
- of which prepaid		1,614		1,768		2,037		2,503		2,675		3,031		4,211		5,532			6,892		8,500		10,021
Average traffic minutes per subscription per month (AMPU) in the quarter		42		51		57		72		68		74		95		95			91		90		103
Average revenue per subscription per month (ARPU) in the quarter		77		87		98		93		84		93		95		68			53		62		66
- of which contract		168		176		203		200		191		213		223		184			165		187		200
- of which prepaid		55		65		73		70		62		69		72		52			40		49		53
Pannon — Hungary
No. of mobile subscriptions (in thousands)		2,514		2,514		2,564		2,618		2,596		2,588		2,595		2,770			2,792		2,824		2,856
- of which prepaid		1,989		1,981		2,019		2,023		1,977		1,935		1,886		1,991			1,955		1,915		1,894
Average traffic minutes per subscription per month (AMPU) in the quarter		104		110		113		116		111		121		127		131			125		143		145
Average revenue per subscription per month (ARPU) in the quarter		151		161		165		170		165		170		184		171			157		162		166
- of which contract		388		414		416		412		399		389		400		356			327		316		314
- of which prepaid		86		92		97		99		92		96		103		96			84		89		89
DiGi.Com — Malaysia
No. of mobile subscriptions (100% in thousands)		1,802		1,944		2,053		2,205		2,413		2,583		2,804		3,239			3,461		3,765		4,187
- of which prepaid		1,709		1,850		1,953		2,101		2,301		2,453		2,653		3,067			3,259		3,525		3,880
Average traffic minutes per subscription per month (AMPU) in the quarter		174		173		177		175		167		164		170		165			163		170		175
Average revenue per subscription per month (ARPU) in the quarter		121		110		115		115		113		107		110		98			92		99		100
- of which contract		294		309		326		318		312		312		297		238			233		216		192
- of which prepaid		111		99		105		105		104		97		100		90			84		93		93
GrameenPhone — Bangladesh
No. of mobile subscriptions (100% in thousands)		835		928		1,047		1,141		1,520		1,795		2,024		2,388			2,928		3,704		4,215
- of which prepaid		631		725		820		899		1,258		1,501		1,730		2,092			2,625		3,375		3,860
Average traffic minutes per subscription per month (AMPU) in the quarter		221		225		233		230		239		246		249		241			237		223		223
Average revenue per subscription per month (ARPU) in the quarter		133		132		141		128		120		106		103		87			81		69		65
- of which contract		274		282		332		319		331		287		302		257			288		284		282
- of which prepaid		86		87		88		76		71		69		67		60			54		47		45
Telenor Pakistan
No. of mobile subscriptions (in thousands)		—		—		—		—		—		—		—		—			344		836		1,200

ProMonte GSM — Montenegro
No. of mobile subscriptions (in thousands)		—		—		—		—		—		—		340		279			279		303		394
- of which prepaid		—		—		—		—		—		—		297		234			235		263		352
Average traffic minutes per subscription per month (AMPU) in the quarter		—		—		—		—		—		—		113		87			91		105		109
Average revenue per subscription per month (ARPU) in the quarter		—		—		—		—		—		—		139		107			115		129		126
- of which contract		—		—		—		—		—		—		309		284			288		338		339
- of which prepaid		—		—		—		—		—		—		111		79			82		97		103
Associated companies
No. of mobile subscriptions (100% in thousands)		17,158		15,105		17,035		19,478		21,028		24,594		28,662		33,763			38,645		42,328		46,615

FIXED — Norway
Retail market
No. of PSTN subscriptions (in thousands)		1,449		1,427		1,381		1,308		1,248		1,219		1,196		1,182			1,165		1,139		1,118
No. of ISDN subscriptions (lines in thousands)		1,816		1,800		1,755		1,682		1,600		1,548		1,498		1,449			1,394		1,335		1,276
PSTN/ISDN generated traffic (million minutes)		4,268		3,876		3,454		3,787		3,725		3,279		2,851		3,171			2,848		2,644		2,289
Market share of PSTN/ISDN generated traffic (%)		68		68		68		68		67		68		67		67			67		67		66
No. of Online subscriptions residential market (in thousands)		315		304		301		294		286		276		263		241			215		197		182
No. of ADSL subscriptions residential market (in thousands)		114		124		139		163		191		214		245		286			339		364		388
No. of ADSL subscriptions business market Norway (in thousands)		7		10		11		14		17		21		25		40			46		51		56
Wholesale market
No. of PSTN subscriptions (in thousands)		11		12		42		104		151		170		180		188			192		200		202
No. of ISDN subscriptions (lines in thousands)		14		17		52		126		188		215		234		250			256		259		256
No. of ADSL subscriptions (in thousands)		21		31		41		56		76		86		90		91			77		87		97
No. of LLUB (in thousands)		53		59		68		80		96		108		123		145			172		192		209

BROADCAST
No. of television subscribers in the Nordic region
- DTH pay-TV subscribers (in thousands)		713		708		726		763		778		782		800		824			851		853		876
- Cable TV subscribers (in thousands)		575		590		594		604		605		611		614		624			616		619		636
- Households in small antenna TV-networks (in thousands)		1,130		1,049		1,100		1,098		1,132		1,161		1,190		1,212			1,197		1,205		1,184
- Cable TV Internet access (in thousands)		24		26		28		31		34		35		38		44			48		50		53


*) ARPU for 2003 has not been restated to comply with IFRS

THE OPERATIONS THIRD QUARTER


																																		Profit (loss)
																																		before taxes
	Total																Operating profit						Associated					Net financial						and minority
	revenues						of which external				EBITDA						(loss)						companies					items						interests
(NOK in millions)	2005			2004			2005		2004		2005			2004			2005			2004			2005			2004		2005			2004			2005			2004

Telenor Mobil — Norway		3,121			3,009			2,822		2,698		1,218			1,103			990			833			10			1		11			15			1,011			849
Sonofon — Denmark		1,356			1,266			1,313		1,245		307			260			(1	)		(109	)		—			—		(44	)		(55	)		(45	)		(164	)
Kyivstar — Ukraine		2,076			1,229			2,074		1,228		1,148			772			826			627			—			—		(47	)		(65	)		779			562
Pannon GSM — Hungary		1,583			1,552			1,581		1,552		650			561			355			235			—			—		20			17			375			252
DiGi.Com — Malaysia		1,285			1,048			1,284		1,047		560			453			304			222			—			—		7			(32	)		311			190
GrameenPhone — Bangladesh		775			598			775		598		441			383			334			325			—			—		(13	)		1			321			326
Other mobile operations		324			143			282		116		(175	)		(20	)		(282	)		(47	)		437			294		(2	)		(28	)		153			219
Fixed		4,964			4,675			4,376		4,248		1,430			1,515			558			660			1			21		(150	)		(102	)		409			579
Broadcast		1,392			1,330			1,359		1,297		394			425			261			252			13			13		(58	)		(116	)		216			149
Other operations		2,420			2,296			1,773		1,579		423			203			165			(74	)		(26	)		2		(174	)		611			(35	)		539
Eliminations		(1,655	)		(1,538	)		2		—		(18	)		—			(38	)		(29	)		—			—		328			(484	)		290			(513	)

Total		17,641			15,608			17,641		15,608		6,378			5,655			3,472			2,895			435			331		(122	)		(238	)		3,785			2,988

THE OPERATIONS THREE FIRST QUARTERS


																																			Profit (loss)
																																			before taxes
	Total																	Operating profit						Associated					Net financial						and minority
	revenues						of which external					EBITDA						(loss)						companies					items						interests
(NOK in millions)	2005			2004			2005			2004		2005			2004			2005			2004			2005			2004		2005			2004			2005			2004

Telenor Mobil — Norway		9,008			8,767			8,118			7,830		3,285			3,186			2,604			2,401			19			3		46			51			2,669			2,455
Sonofon — Denmark		3,857			3,161			3,759			3,128		868			665			(121	)		(248	)		—			—		(125	)		(125	)		(246	)		(373	)
Kyivstar — Ukraine		4,882			3,035			4,877			3,034		2,691			1,869			1,807			1,471			—			—		(80	)		(134	)		1,727			1,337
Pannon GSM — Hungary		4,496			4,397			4,490			4,394		1,651			1,673			762			690			—			—		59			18			821			708
DiGi.Com — Malaysia		3,480			2,942			3,478			2,939		1,510			1,289			743			603			—			—		(29	)		(91	)		714			512
GrameenPhone — Bangladesh		2,120			1,616			2,120			1,616		1,104			975			831			832			—			—		(29	)		2			802			834
Other mobile operations		728			244			618			182		(393	)		(94	)		(659	)		(136	)		1,126			741		16			(39	)		483			566
Fixed		14,288			14,475			12,717			13,159		4,342			4,778			1,978			2,072			25			62		(363	)		(394	)		1,640			1,740
Broadcast		4,183			3,971			4,087			3,870		1,185			1,166			771			632			60			37		210			(382	)		1,041			287
Other operations		7,429			7,079			5,191			4,918		897			893			127			120			(63	)		1		90			3,518			154			3,639
Eliminations		(5,018	)		(4,608	)		(2	)		9		(26	)		1			(87	)		(15	)		1			2		206			(688	)		120			(701	)

Total		49,453			45,079			49,453			45,079		17,114			16,401			8,756			8,422			1,168			846		1			1,736			9,925			11,004