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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 Amendment
No. 1FORM 20-F/A
 Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 For the fiscal year ended December 31, 2006
Commission file number 1-9159
 NORSK HYDRO ASA
  
 
 
  Name of Each ExchangeTitle of Each Class
    
    on Which RegisteredAmerican Depositary Shares
    
    New York Stock ExchangeOrdinary Shares, par value
    
    New York Stock Exchange*NOK 3.66 per share
 
   
  Ordinary
Shares, par value NOK 3.66 per share
 
  1,226,175,885
Ordinary Shares, par value NOK 3.66 per share
 
  þ o
  o þ
  þ o
  þ o o
  o þ
  o þ
 
 *
    
    Not for trading, but only in connection
with the registration of American Depositary Shares pursuant to the
requirements of the Securities and Exchange Commission.




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EXPLANATORY NOTE




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ITEM 7.
    
    MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS
 7.A.
    
    Major shareholders.Major shareholders and voting rightsAt the end of 2006, Hydro had 42,125 registered shareholders. The Ministry of
Trade and Industry of Norway was the largest of these with a shareholding of
43.8 percent of the total number of ordinary shares authorized and issued and
46 percent of the total shares outstanding. As of 31 December 2006 The
National Insurance Fund, Folketrygdfondet owned 47,699,635 ordinary shares.
This represents 3.7 percent of the total number of ordinary shares issued and
3.9 percent of the total shares outstanding. In total the Norwegian state owns
611,473,240 ordinary shares. This represents 47.5 percent of the total number
of ordinary shares issued and 49.9 percent of the total shares outstanding.
Other Norwegian shareholders owned 14.4 percent of the total number of ordinary
shares issued (including Hydros own shares), while 38.1 percent of the total
number of ordinary shares issued was held by foreign owners. The Norwegian
state is the only person or entity known to us to own beneficially, directly or
indirectly, more than 5 percent of our outstanding shares. As of 28 February
2007, the state owned 611,842,240 ordinary shares, representing 47.6 percent of
the total number of issued shares and 49.9 percent of the total number of
outstanding shares. There are no different voting rights associated with the
ordinary shares held by the state. As of 28 February 2007, there were a total
of 39,159 registered holders of our shares resident in Norway.The state acquired most of its interest in Hydro in 1945. From that time and
until July 1999, the state owned 51 percent of the total number of ordinary
shares issued and outstanding. Ordinary shares issued in connection with the
acquisition of Saga Petroleum ASA in July 1999 increased the total number of
shares issued and outstanding with a corresponding decrease in the states
percentage ownership interest. Since 1945, the state has not disposed of any
of the ordinary shares owned by it, except when participating in the share
buyback programs. However, there can be no assurance that the state will not
do so in the future. The Norwegian Ministry of Trade and Industry represents
the Norwegian government in exercising the states voting rights. Acting
through the Norwegian government, the state, in its capacity as a shareholder,
effectively controls Hydro. The state has never taken an active role in the
day-to-day management of Hydro. Following the demerger of our oil and gas
activities the state will continue to have an ownership interest of 43.8
percent in Hydro.As of 28 February 2007, JPMorgan Chase & Co, as depositary of the ADSs (the
Depositary), through its nominee company, Morgan Guaranty Trust Company, held
interests in 67,665,688 ordinary shares, or approximately 5.3 percent of the
issued and outstanding ordinary shares as of such date, on behalf of 530
registered and an estimated 20,897 beneficial holders of ADSs. There were 325
holders of ordinary shares with addresses in the United States, not including
the Depositary, as of the same date. These shareholders held 89,527,775
ordinary shares, equal to approximately 7.0 percent of the issued and
outstanding ordinary shares.All shares basically carry one vote. It is, however, a requirement of
Norwegian legislation that a shareholder can only vote for shares registered in
their name. Shares registered with a nominee account must be re-registered in
the Norwegian Central Securities Depositary before the Annual General Meeting
in order to obtain voting rights. This requirement also applies to our
NYSE-listed ADSs.Hydros 20 largest shareholders, 31 December 2006
 Shareholder
    
    Number of shares
    
    Ownership interestNorwegian State
    
    
    563,773,605
    
    
    
    43.82
    %Morgan Guaranty Trust (ADR)
    
    
    65,978,114
    
    
    
    5.13
    %Hydro
    
    
    60,279,570
    
    
    
    4.69
    %State Street Bank and Trust (nominee)
    
    
    48,625,179
    
    
    
    3.78
    %Folketrygdfondet
    
    
    47,699,635
    
    
    
    3.71
    %JPMorgan Chase Bank (nominee)
    
    
    22,657,683
    
    
    
    1.76
    %Euroclear Bank (nominee)
    
    
    13,974,448
    
    
    
    1.09
    %Vital Forsikring
    
    
    13,193,640
    
    
    
    1.03
    %Capital EuroPacific Growth Fund
    
    
    12,392,000
    
    
    
    0.96
    %Capital New Perspective Fund
    
    
    10,820,000
    
    
    
    0.84
    %Capital World Growth and Income Fund
    
    
    7,329,500
    
    
    
    0.57
    %Mellon Bank (nominee)
    
    
    7,079,451
    
    
    
    0.55
    %Clearstream Banking (nominee)
    
    
    6,835,618
    
    
    
    0.53
    %SIS Segaintersettle (nominee)
    
    
    6,733,723
    
    
    
    0.52
    %JPMorgan Chase Bank (nominee)
    
    
    6,691,798
    
    
    
    0.52
    %Investors Bank & Trust Company (nominee)
    
    
    6,655,176
    
    
    
    0.52
    %DnB NOR Norge (IV)
    
    
    6,652,799
    
    
    
    0.52
    %State Street Bank and Trust (nominee)
    
    
    6,162,353
    
    
    
    0.48
    %Goldman Sachs International
    
    
    6,094,182
    
    
    
    0.47
    %Goldman Sachs & Co (nominee)
    
    
    5,595,742
    
    
    
    0.43
    %
 
 Source:  Norwegian Central Securities Depository (VPS)
 
 7.B.
    
    Related party transactions.The information set forth under
Item 7.B of the Companys Form 20-F filed on
March 16, 2007 is
incorporated herein by reference.7.C.
    
    Interests of experts and counsel.Not applicable.




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ITEM 19.
    
    EXHIBITS
 1.1
    
    Amended and Restated Articles of Association of Norsk Hydro ASA
as effective from July 12, 2006.†4.(b).1
    
    Agreement and Plan of Merger, dated September 18, 2005, among Norsk Hydro
ASA, Norsk Hydro E&P Americas, L.P., Harald Acquisition Corp., and Spinnaker
Exploration Company.***4.(b).2
    
    Merger plan, dated March 13, 2007, between Norsk Hydro ASA and Statoil ASA.†4.(c).1
    
    Option Plan for Selected Members of Hydros Top Management Group:
2005-2011.*4.(c).2
    
    Option Plan for Selected Members of Hydros Top Management Group:
2004-2010.*4.(c).3
    
    Executive Share Option Plan 2003.*4.(c).4
    
    Employee Contract, dated October 15, 2004, between Eivind Reiten, CEO, and
Norsk Hydro ASA.**8
    
    A list of the Companys principal subsidiary undertakings,
indicating their country of incorporation and the names under which they do
business.**12.1
    
    Certification of Eivind Reiten, President and Chief Executive
Officer of Norsk Hydro ASA, pursuant to Section 13(a) of the Securities
Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.12.2
    
    Certification of John Ove Ottestad, Executive Vice President
and Chief Financial Officer of Norsk Hydro ASA, pursuant to Section 13(a) of
the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section
302 of the Sarbanes-Oxley Act of 2002.13
    
    Certifications of Eivind Reiten, President and Chief Executive
of Norsk Hydro ASA, and John Ove Ottestad, Executive Vice President and Chief
Financial Officer of Norsk Hydro ASA, pursuant to 18 U.S.C. 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.†15.(a).1
    
    Consent of Deloitte Statsautoriserte Revisorer AS, independent registered
public accounting firm of Norsk Hydro ASA.†15.(b).1
    
    Valuation and Qualifying Accounts and Reserves.†15.(b).2
    
    The Companys responses to the requirements of Form 20-F (except for Item
10.B Articles of Association, which is incorporated by
reference from Item
10.B of the Companys 2004 20-F filed on March 18, 2005, and the US Audit
Report of Independent Accountants, which is included under Item 18 Financial
Statements) have been incorporated by reference to the Companys Report on
Form 6-K dated March 16, 2007 which contains the Norsk Hydro ASA Annual Report
and Form 20-F 2006. Pursuant to Rule 12b-23(a) of the Securities Exchange Act
of 1934, as amended, the information incorporated into this report by reference
to such Report on Form 6-K is attached as an exhibit hereto.†
 
 †
    
    Previously filed as an exhibit to the
Companys original filing of this 20-F on March 16, 2007.*
    
    Previously filed as an exhibit to the
Companys 2005 20-F filed on March 24, 2006.**
    
    Previously filed as an exhibit to the Companys
2004 20-F filed on March 18, 2005.***
    
    Previously filed as an exhibit to the
Companys Schedule 13D filed September 19, 2005.




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/s/ John Ove OttestadJohn Ove OttestadExecutive Vice President and Chief Financial Officer




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EXHIBIT INDEX
 1.1
    
    Amended and Restated Articles of Association of Norsk Hydro ASA as effective from July 12,
2006.†4.(b).1
    
    Agreement and Plan of Merger, dated September 18, 2005, among Norsk Hydro ASA, Norsk Hydro
E&P Americas, L.P., Harald Acquisition Corp., and Spinnaker Exploration Company.***4.(b).2
    
    Merger plan, dated March 13, 2007, between Norsk Hydro ASA and Statoil ASA.†4.(c).1
    
    Option Plan for Selected Members of Hydros Top Management Group: 2005-2011.*4.(c).2
    
    Option Plan for Selected Members of Hydros Top Management Group: 2004-2010.*4.(c).3
    
    Executive Share Option Plan 2003.*4.(c).4
    
    Employment Contract, dated October 15, 2004, between Eivind Reiten, CEO, and Norsk Hydro
ASA.**8
    
    A list of the Companys principal subsidiary undertakings, indicating their country of
incorporation and the names under which they do business.**12.1
    
    Certification of Eivind Reiten, President and Chief Executive Officer of Norsk Hydro ASA,
pursuant to Section 13(a) of the Securities Exchange Act of 1934, as amended, as adopted
pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.12.2
    
    Certification of John Ove Ottestad, Executive Vice President and Chief Financial Officer of
Norsk Hydro ASA, pursuant to Section 13(a) of the Securities Exchange Act of 1934, as amended,
as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.13
    
    Certifications of Eivind Reiten, President and Chief Executive of Norsk Hydro ASA and John
Ove Ottestad, Executive Vice President and Chief Financial Officer of Norsk Hydro ASA,
pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.†15.(a).1
    
    Consent of Deloitte Statsautoriserte Revisorer AS, independent registered public
accounting firm of Norsk Hydro ASA.†15.(b).1
    
    Valuation and Qualifying Accounts and Reserves.†15.(b).2
    
    The Companys responses to the requirements of Form 20-F (except for Item 10.B Articles
of Association, which is incorporated by reference from
Item 10.B of the Companys 2004 20-F filed on
March 18, 2005, and the US Audit Report of Independent Accountants, which is included
under Item 18 Financial Statements) have been incorporated by reference to the Companys
Report on Form 6-K dated March 16, 2007 which contains the Norsk Hydro ASA Annual Report and
Form 20-F 2006. Pursuant to Rule 12b-23(a) of the Securities Exchange Act of 1934, as amended, the
information incorporated into this report by reference to such Report on Form 6-K is
attached as an exhibit hereto.†
 
 †
    
    Previously filed as an exhibit to the
Companys original filing of this 20-F on March 16, 2007.*
    
    Previously filed as an exhibit to the
Companys 2005 20-F filed on March 24, 2006.**
    
    Previously filed as an exhibit to the Companys
2004 20-F filed on March 18, 2005.***
    
    Previously filed as an exhibit to the Companys
Schedule 13D filed September 19, 2005.