Exhibit 10.68**NORTEL NETWORKS CORPORATION****SHARE PURCHASE PLAN FOR S.16 EXECUTIVE OFFICERS**This Plan is intended as a vehicle to enable certain executive officers (**Participants**) of NortelNetworks Corporation (**NNC**) and Nortel Networks Limited (NNL) to purchase NNC common shares (**Shares**)from NNC in order to satisfy NNC’s executive share ownership guidelines and comply with exemptionsfrom the U.S. Securities and Exchange Commission’s short swing profit rules.The Compensation and Human Resources Committee (the **CHRC**) of the Boards of Directors of NNC and NNLis responsible for the administration and interpretation of the Plan. The CHRC may delegate all orpart of its authority to administer the Plan to a single person or committee designated by the CHRCto be responsible for the operation of the Plan (the **Plan Administrator**).**1. Term of Plan**This Plan commences the date hereof and purchases hereunder may be made until the maximum numberof Shares allocated to the Plan have been purchased or the Plan is suspended or terminated by theCHRC.**2. Maximum Number of Shares Available for Purchase**The maximum number of Shares that may be purchased under this Plan is 450,000 subject to adjustmentas appropriate, as determined by the CHRC, for any recapitalization, reorganization or other changein the capital structure or business of NNC.**3. Participants**Executive officers of NNC and NNL that are required to file insider reports pursuant to Section 16of the United States Securities Exchange Act of 1934,as amended, may purchase Shares pursuant tothis Plan. Participation in this Plan is voluntary.**4. Purchase Orders**A Participant may submit one order to purchase Shares using the form attached (a **Purchase Order**) atany time until 4:30 p.m. (Toronto time) on the first business day (an **Order Day**) of each WindowPeriod (as defined in NNC’s *Corporate Policy and Procedure 320.28 — “Use of Undisclosed MaterialInformation”*) provided that at such time the Participant is not subject to a trading prohibitionimplemented by NNC, in which case, if the trading prohibition is lifted prior to completion of theWindow Period, the Order Day in respect of such Participant will be the first business day aftersuch Trading Prohibition is lifted during the Window Period and provided, further, that in allcircumstances the Participant is not in possession of material non-public information regardingNNC. Notwithstanding the forgoing, the first Order Day under this Plan will be the second businessday after the date of receipt of all required regulatory approvals provided that such Order Date iswithin a Window Period and the Participant is not subject to a trading prohibition.Participants may specify in a Purchase Order a number of Shares or a dollar value of Shares to bepurchased. Where a dollar value is specified, the number of Shares to be purchased will be suchvalue divided by the Market Price (as defined below) per Share rounded down to the nearest wholeShare.If the number of Shares for which Purchase Orders have been submitted on any Order Day exceed thenumber of Shares remaining available for issue under this Plan, then the Shares available underthis Plan will be allocated *pro rata*among the Participants who have submitted Purchase Orders.
 

 
Upon delivery of a Purchase Order by a Participant to the Plan Administrator, such Purchase Orderwill constitute a binding agreement between NNC and such Participant in accordance with the termsof this Plan and such Purchase Order.**5. Market Price**The purchase price for each Share purchased under the Plan will be the volume weighted averagetrading price of the Shares for the 5 consecutive trading days on which at least a board lot ofShares trades on each of the Toronto Stock Exchange and the New York Stock Exchange, commencing onthe Order Day, (the **Trading Period**) on the either (a) the Toronto Stock Exchange, or (b) the NewYork Stock Exchange, whichever is higher (the **Market Price**).For the purposes of determining and paying the Market Price for Shares purchased hereunder, U.S.dollar trading prices on the New York Stock Exchange will be converted into Canadian dollars at thenoon rate of exchange of the Bank of Canada on the applicable day on each of the 5 days in theTrading Period. The Market Price of a Share will be expressed in Canadian dollars and will berounded up to the nearest whole cent.The Plan Administrator will notify each Participant who has submitted a Purchase Order of theMarket Price for the Shares to be purchased within 2 business days of completion of the applicableTrading Period.**6. Payment for Purchased Shares**The purchase price for Shares to be issued pursuant to a Purchase Order will payable in Canadiandollars by delivery of a certified cheque or wire transfer to the Plan Administrator within 2business days of notification to the applicable Participant of the Market Price.If a Participant fails to pay all or any part of the aggregate purchase price payable in respect ofShares that he or she has agreed to purchase pursuant to a Purchase Order, the unpaid amount of thepurchase price may be deducted from such Participant’s salary.**7. Delivery of Shares**Upon receipt in full of the aggregate purchase price therefor, the Plan Administrator will deliverShares purchased hereunder to Participants by delivering share certificates for such Shares to theParticipant or by transferring such Shares into a brokerage account designated by the Participantas indicated by the Participant in the Purchase Order.**8. Transfer of Shares**Shares purchased hereunder may not be sold, transferred or otherwise disposed of in the UnitedStates by the purchasing Participant for at least 6 months following the date of purchasehereunder.For the purposes hereof, the date of purchase for Shares purchased hereunder is the date on whichthe Market Price for such Shares is determined.**9. Date of Plan**This Plan is dated November 8, 2007.
 

 
**NORTEL NETWORKS CORPORATION****SHARE PURCHASE PLAN FOR S.16 EXECUTIVE OFFICERS****PURCHASE ORDER**       Name:                    Address:                                                Office Tel:                    Home Tel:                    Number of Shares to