TORONTO -- Nortel NetworksCorporation (NYSE:NT) (TSE:NT.) today announced its intention to makea private offering of convertible senior notes, subject to market andother conditions. Nortel Networks Corporation expects to raise US$1 billion throughthis transaction and intends to lend all or substantially all of theproceeds from the placement of the notes to its principal directoperating subsidiary, Nortel Networks Limited. Nortel Networks Limitedwill use the proceeds for its general corporate purposes and those ofits subsidiaries. The notes will be convertible into common shares ofNortel Networks Corporation and will be guaranteed by Nortel NetworksLimited.Nortel Networks Corp.