UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q/A
AMENDMENT NO. 1
| x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended March 31, 2007
Or
| ¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number: 001-32877
MasterCard Incorporated
(Exact name of registrant as specified in its charter)
| Delaware | 13-4172551 | |
| (State or other jurisdiction of incorporation or organization) |
(IRS Employer Identification Number) | |
| 2000 Purchase Street Purchase, NY |
10577 | |
| (Address of principal executive offices) | (Zip Code) | |
(914) 249-2000
(Registrant’s telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 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 x No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check One):
Large accelerated filer x Accelerated filer ¨ Non-accelerated filer ¨
Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Act) Yes ¨ No x
As of April 27, 2007, there were 79,748,679 shares outstanding of the registrant’s Class A common stock, par value $.0001 per share, 55,337,407 shares outstanding of the registrant’s Class B common stock, par value $.0001 per share, and 1,632 shares outstanding of the registrant’s Class M common stock, par value $.0001 per share.
Explanatory Note
This Amendment No. 1 on Form 10-Q/A (“Form 10-Q/A”) is an amendment to the Registrant’s Quarterly Report on Form 10-Q for the period ended March 31, 2007 (the “Report”). This Form 10-Q/A is being filed solely to add Exhibit 15, which was inadvertently omitted, as an additional exhibit to the Report that was originally filed with the Securities and Exchange Commission on May 2, 2007. This Form 10-Q/A does not alter any part of the content of the Report, except for the addition of Exhibit 15, and does not affect the information originally set forth in the Report, the remaining portions of which have not been amended.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| MASTERCARD INCORPORATED | ||||
| (Registrant) | ||||
| Date: May 3, 2007 | By: | /s/ CHRIS A. MCWILTON | ||
| Chris A. McWilton | ||||
| Chief Financial Officer | ||||
| (Principal Financial Officer) | ||||
| Date: May 3, 2007 | By: | /s/ TARA A. MAGUIRE | ||
| Tara A. Maguire | ||||
| Corporate Controller | ||||
| (Principal Accounting Officer) | ||||
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EXHIBIT INDEX
| Exhibit Number |
Exhibit Description | |
| 15 | Letter from the Company’s Independent Registered Public Accounting Firm |
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