Filed Pursuant to Rule 433
Registration Statement No. 333-127351-01
and No. 333-127351
July 11, 2006
TELECOM ITALIA CAPITAL
$1,000,000,000 7.20% Guaranteed Senior Notes due 2036
Guaranteed on a senior, unsecured basis by Telecom Italia S.p.A.
| Issuer: | Telecom Italia Capital | |
| Guarantor: | Telecom Italia S.p.A. | |
| Ratings: | Baa2 Moody’s/BBB+ Standard & Poors/BBB+ Fitch | |
| Principal Amount: | $1,000,000,000 | |
| Security Type: | Guaranteed Senior Notes | |
| Legal Format: | SEC Registered | |
| Settlement Date: | July 18, 2006 | |
| Maturity Date: | July 18, 2036 | |
| Price to Public (Issue Price): | 99.440% | |
| Coupon: | 7.20% | |
| Benchmark Treasury: | 5.375% due February 15, 2031 | |
| Spread to Benchmark Treasury: | 205 basis points (2.05%) | |
| Treasury Strike: | 5.196% | |
| All-in Yield: | 7.319% | |
| Interest Payment Dates: | Semi-annually on January 18 and July 18, commencing on January 18, 2007 | |
| Make-whole call: | At any time after January 18, 2008 at the greater of (1) 100% or (2) at a discount rate of adjusted Treasury plus 30 basis pts. | |
| Denominations: | $ 2,000 and integral multiples of $1,000 | |
| CUSIP: | 87927VAR 9 | |
| Underwriters: | Credit Suisse Securities (USA) LLC (20%) (bookrunner) | |
| J.P. Morgan Securities Inc. (20%) (bookrunner) | ||
| Lehman Brothers Inc. (20%) (bookrunner) | ||
| Merrill Lynch International (20%) (bookrunner) | ||
| Morgan Stanley & Co. Incorporated (20%) (bookrunner) | ||
The issuer has filed a registration statement (including a prospectus) with the U.S. Securities and Exchange Commission (SEC) for this offering. Before you invest, you should read the prospectus for this offering in that registration statement, and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by searching the SEC online database (EDGAR®) at www.sec.gov. Alternatively, you may obtain a copy of the prospectus by calling
Credit Suisse at 1-800-221-1037, J.P. Morgan at 1-866-718-1649, Lehman at 1-888-603-5847, Merrill Lynch at 1-866-500-5408 or Morgan Stanley at 1-800-718-1649.