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SECURITIES AND EXCHANGE COMMISSION Washington D.C.
20549
 FORM 40-F/A
Amendment No. 1
 (Check one)o
    
    Registration
Statement pursuant to Section 12 or the Securities Exchange Act of 1934.þ
    
    Annual Report
pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934.For the fiscal year ended
    
    December 31, 2004Commission file number
 Rogers Communications Inc. 
  Not Applicable 
 British Columbia 
 4812, 4813, 4822, 4832, 4833, 4841 
 Not Applicable 
 333 Bloor Street East, 10th Floor
Toronto, Ontario M4W 1G9        (416) 935-7777 
 CT Corporation System
111 Eighth Avenue, 13th Floor
New York, New York 10011        (212) 894-8400 
 Securities registered or to be registered pursuant to Section 12(b) of the Act: Title of Each Class
    
    Name of Each Exchange on Which RegisteredNot Applicable
    
    Not Applicable
 Securities registered or to be registered pursuant to Section 12(g) of the Act: Not Applicable 
 Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: Convertible Debentures due 2005; 10.50% Senior Notes due 2006;
Class B Non-Voting Shares 
 þ Annual Information Form
    
    o Audited Annual Financial Statements
 Indicate the number of outstanding shares of each of the issuers classes of capital
or common stock as of the close of the period covered by the annual report: 56,235,394 Class A Voting shares; 218,979,074 Class B Non-Voting shares. Indicate by check mark whether the registrant by filing the information contained in this form
is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934(the Exchange Act). If Yes is marked, indicate the file number
assigned to the registrant in connection with such rule. Yes o       82-       No þ Indicate by check mark whether the registrant: (1) has filed all reports required to be filed
by Section 13 or 15(d) of the Exchange Act during the preceeding 12 months (or for such shorter
period that the registrant was required to file such reports); and (2) has been subject to such
filing requirements for the past 90 days. Yes þ       No o




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TABLE OF CONTENTS  EXPLANATORY NOTEUNDERTAKINGSIGNATURESEXHIBIT INDEXEX-23.1: INDEPENDENT AUDITORS' CONSENTEX-31.1: CERTIFICATIONEX-31.2: CERTIFICATIONEX-32.1: CERTIFICATION    Table of Contents  
 EXPLANATORY NOTE Rogers Communications Inc.
(the Company) is filing this Amendment No. 1 to its
Annual Report on Form 40-F for the year ended December 31,
2004 (the 2004 Annual Report), which was filed with the
Securities and Exchange Commission on March 18, 2005, to
(a) clarify information included under the heading
Discloure Controls and Procedures and
(b) incorporate by reference the amended Managements
Discussion and Analysis and audited financial statements of the
Company for the year ended December 31, 2004, which were filed
with the Securities and Exchange Commission on Form 6-K/A on
May 26, 2005. We are filing the amended 2004 Annual Report in
its entirety. This Amendment No. 1 does not reflect events
occurring after the original filing of the 2004 Annual Report or
modify or update the disclosures therein in any way other than as
described above. DISCLOSURE CONTROLS AND PROCEDURES As of the end of the period covered by this report (the Evaluation Date), Rogers Communications
Inc. (the Company) conducted an evaluation (under the supervision and with the participation of
the Companys management, including the chief executive officer and chief financial officer),
pursuant to Rule 13a-15 promulgated under the Securities Exchange Act of 1934, as amended (the
Exchange Act), of the effectiveness of the design and operation of the Companys disclosure
controls and procedures. Based on this evaluation, the Companys chief executive officer and chief
financial officer concluded that as of the Evaluation Date such disclosure controls and procedures
were effective. Since the last evaluation by the Companys management of the Companys internal controls, there
have been no changes in the internal controls or in other factors that could
significantly affect the internal controls that have materially affected, or are reasonably likely to
materially affect, the Companys internal control over financial reporting. AUDIT COMMITTEE FINANCIAL EXPERT The Board of Directors of Rogers Communications Inc. has determined that the Company has at least
one audit committee financial expert, (as defined in the general instruction 8(b) of Form 40-F),
serving on its Audit Committee. The audit committee financial expert is J. Christopher C.
Wansbrough. CODE OF ETHICS The Company has adopted a code of ethics that applies to all directors and officers. The code of
ethics has been posted on the Rogers website under the Corporate Governance  Rogers Communications
Inc. section at www.rogers.com. A copy of the code of ethics will be provided upon request to
Investor Relations, 333 Bloor Street East, 10th Floor, Toronto, Ontario, M4W 1G9. PRINCIPAL ACCOUNTANT FEES AND SERVICES The following table presents fees for professional services rendered by KPMG LLP to the Company for
the audit of the Companys annual financial statements for 2004 and 2003, and fees billed for other
services rendered by KPMG LLP, during the period from January 1, 2003 to December 31, 2004. 2004
    
    
    2003($)
    
    
    ($)Audit fees
    
    
    4,588,061
    
    
    
    2,387,383Audit-related fees (1)
    
    
    759,696
    
    
    
    386,006Tax fees (2)
    
    
    1,166,735
    
    
    
    913,824All other fees (3)
    
    
    
    
    
    
    96,039Total
    
    
    6,514,492
    
    
    
    3,783,252
   (1)
    Audit-related services consist principally of audits of pension plans, non-statutory audits
of financial information and other regulatory assurance and assistance engagements.(2)
    Tax fees consist of fees for tax consultation and compliance services.(3)
    All other fees consist principally of fees for services related to French translation. The Companys policy regarding pre-approval of all audit, audit-related and non-audit services is
based upon compliance with the Sarbanes-Oxley Act of 2002, and subsequent implementing rules
promulgated by the SEC. The following is the pre-approval process: 2




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1.
    Annually the Company will provide the Audit Committee with a list of the audit-related
and non-audit services that may be provided during the year to the Company. The Audit
Committee will review the services with the auditor and management considering whether the
provision of the service is compatible with maintaining the auditors independence.2.
    Management may engage the auditor for specific engagements that are included in the list
of pre-approved services referred to above if the estimated fees do not exceed (i) $100,000
per engagement or (ii) $500,000 per quarter in aggregate amount on a consolidated basis for
the Company.3.
    The Audit Committee delegates authority to the Chairman of the Audit Committee to approve
requests for services not included in the pre-approved list of services or for services not
previously pre-approved by the Audit Committee. Any services approved by the Chairman will
be reported to the full Audit Committee at the next meeting.4.
    A review of all audit and non-audit services and fees rendered to the Company and its
subsidiaries by KPMG LLP will be reviewed each quarter by the Audit Committee. OFF-BALANCE SHEET ARRANGEMENTS The Company does not have any off-balance sheet arrangements other than the cross-currency interest
rate exchange agreements described under the heading Interest Rate and Foreign Exchange
Management on pages 49-50 of the amended 2004 Managements Discussion and Analysis filed with the
Securities and Exchange Commission on May 26, 2005 as
Exhibit 99.1 to the Companys Form 6-K/A and
incorporated by reference herein. TABULAR DISCLOSURE OF CONTRACTUAL OBLIGATIONS The information provided under the heading Commitments and Other Contractual Obligations set
forth on pages 56-57 of the amended Managements Discussion and Analysis filed with the Securities and
Exchange Commission on May 26, 2005 as Exhibit 99.1 to the
Companys Form 6-K/A is incorporated by
reference herein. 3




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UNDERTAKING Rogers Communications Inc. 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 securities registered
pursuant to Form 40-F; the securities in relation to which the obligation to file an annual report
on Form 40-F arises; or transactions in said securities. 
 SIGNATURES Pursuant to the requirements of the Exchange Act, the registrant certifies that it meets all
of the requirements for filing on Form 40-F and has duly caused this annual report to be signed on
its behalf by the undersigned, thereto duly authorized. Registrant
    
    Rogers Communications Inc.By
    
    /s/ Alan D. Horn
    
    /s/ M. Lorraine DalyAlan D. Horn
    
    M. Lorraine DalyVice President, Finance
    
    Vice President, Treasurerand Chief Financial OfficerDate
    

July 15,
2005
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EXHIBIT INDEX ExhibitNumber
    
    Description23.1
    
    Independent Auditors Consent31.1
    
    Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 200231.2
    
    Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 200232.1
    
    Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 200299.1*
    
    Annual Information Form99.2
    
    Amended Managements
Discussion and Analysis for the fiscal year ended December 31,
2004, including amended annual audited consolidated financial statements, filed with the Securities and Exchange
Commission (SEC) under cover of a Form 6-K/A dated
May 26, 2005.99.3*
    
    Rogers Communications Inc. Business Acquisition Report dated December 24, 2004*
    
    Filed on March 18, 2005 as an
exhibit to the Companys Annual Report on Form 40-F for the fiscal year ended December 31, 2004.
 5