UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 20-F/A Amendment No.1 [ ] REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 or [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2004 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 0-16673 Nam Tai Electronics, Inc. (Exact name of registrant as specified in its charter) British Virgin Islands (Jurisdiction of incorporation or organization) 116 Main Street 3rd Floor Road Town, Tortola British Virgin Islands (Address of principal executive offices) Securities registered or to be registered pursuant to Section 12(b) of the Act: Common Shares, $0.01 par value per share Securities registered pursuant to Section 12(g) of the Act: NONE Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: NONE As of December 31, 2004, there were 42,664,536 common shares of the registrant outstanding. Indicate by check mark whether the registrant: (i) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (ii) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] Indicate by check mark which financial statement item the registrant has elected to follow: Item 17. [ ] Item 18. [X] EXPLANATORY NOTE On March 15, 2005, Nam Tai Electronics, Inc. ("Nam Tai") filed with the U.S. Securities and Exchange Commission its annual report on Form 20-F for the fiscal year ended December 31, 2004 (the "Form 20-F"), which inadvertently included a draft version of a consent letter of Deloitte Touche Tohmatsu in Exhibit 23.1. This Amendment No. 1 (this "Amendment") to the Form 20-F is being filed by Nam Tai solely to file the final and correct version of the consent letter of Deloitte Touche Tohmatsu. We have no further changes to the previously filed Form 20-F. This Amendment continues to speak as of the date of the original filing of the Form 20-F and does not purport to amend, update or restate (other than as described above) the information contained in the Form 20-F filed on March 15, 2005 or reflect any events that have occurred after the Form 20-F was filed. Item 19. Exhibits filed with this Amendment No.1 Index to Exhibits filed with this Amendment 23.1 Consent of Deloitte Touche Tohmatsu. SIGNATURES Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and has duly caused and authorized the undersigned to sign this annual report on its behalf. NAM TAI ELECTRONICS, INC. By: /s/ Joseph Li -------------------- Joseph Li Chief Executive Officer Date: August 18, 2005