Unassociated Document
United States Securities and Exchange Commission
 
Washington, D.C. 20549
 
Form F-X
 
APPOINTMENT OF AGENT FOR SERVICE OF PROCESS AND UNDERTAKING
 
Name of issuer or person filing (“Filer”):Telecomunicações de São Paulo S.A. - Telesp
 
B. 
(1) This is
 
 
X
an original filing for the Filer
 
 
[  ] 
an amended filing for the Filer
 
 
(2) 
Check the following box if you are filing the Form F-X in paper in ccordance with Regulation S-T Rule 101(b)(9) [ ]
 
C. 
Identify the filing in conjunction with which this Form is being filed:
 
Name of registrant: Telecomunicações de São Paulo S.A. - Telesp
 
Form type: CB
 
File number (if known): N/A
 
Filed by: Telecomunicações de São Paulo S.A. - Telesp
 
Date filed (if filed concurrently, so indicate): March 28, 2011 (filed concurrently)
 
D. 
The Filer is incorporated or organized under the laws of Brazil and has its principal place of business at Rua Martiniano de Carvalho, 851, 01321-001 São Paulo, SP, Brazil.
 
E. 
The Filer designates and appoints Puglisi & Associates ("Agent") located at 850 Library Ave. Suite 204 Newark, DE 19711, as the agent of the Filer upon whom may be served any process, pleadings, subpoenas, or other papers in
 
 
(a) 
any investigation or administrative proceeding conducted by the Commission; and
 
 
(b) 
any civil suit or action brought against the Filer or to which the Filer has been joined as defendant or respondent, in any appropriate court in any place subject to the jurisdiction of any state or of the United States or of any of its territories or possessions or of the District of Columbia, where the investigation, proceeding or cause of action arises out of or relates to or concerns any offering made or purported to be made in connection with the securities registered or qualified by the Filer on Form CB concurrently herewith or any purchases or sales of any security in connection therewith. The Filer stipulates and agrees that any such civil suit or action or administrative proceeding may be commenced by the service of process upon, and that service of an administrative subpoena shall be effected by service upon such agent for service of process, and that service as aforesaid shall be taken and held in all courts and administrative tribunals to be valid and binding as if personal service thereof had been made.
 
 
 
 

 

 
F. 
The Filer stipulates and agrees to appoint a successor agent for service of process and file an amended Form F-X if the Filer discharges the Agent or the Agent is unwilling or unable to accept service on behalf of the Filer at any time until six years have elapsed following the effective date of the latest amendment to Form CB;

The Filer further undertakes to advise the Commission promptly of any change to the Agent's name and address during the applicable period by amendment of this Form, referencing the file number of the relevant form in conjunction with which the amendment is being filed.

G. 
The Filer undertakes to make available, in person or by telephone, representatives to respond to inquiries made by the Commission staff, and to furnish promptly, when requested to do so by the Commission staff, information relating to the Form CB; the securities to which the Form CB relates; and the transactions in such securities.
 
 
 
 

 
 
The Filer certifies that it has duly caused this power of attorney, consent, stipulation and agreement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of São Paulo, Brazil, on the 28th day of March, 2011.
 
 
 
TELECOMUNICAÇÕES DE SÃO PAULO S.A.- - TELESP
 
 
     
By:
/s/ Norair Ferreira do Carmo
 
 
Name:
Norair Ferreira do Carmo
 
 
Title:
Investors Relation Director
 
 
Date:
March 28, 2011
 
 

 
 
This statement has been signed by the following persons in the capacities and on the dates indicated.
 
 
 
Puglisi & Associates
 
as Agent for Service of Process of
Telecomunicações de São Paulo S.A.
 
 
 
By:
/s/ Gregory F. Lavelle
 
 
Name:
Gregory F. Lavelle
 
 
Title:
Managing Director
 
 
Date:
March 28, 2011