SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549 

 

FORM 6-K

Report of Foreign Private Issuer 

 

Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934

 

 

**For the month of July 2006**
 

 

**Commission File Number 1-03006**

 

 

Philippine Long Distance Telephone Company
(Exact Name of Registrant asSpecified in Its Charter)

 

**Ramon********Cojuangco********Building**

**Makati Avenue**

**Makati********City**

**Philippines**

(Address of principal executiveoffices)

 

 

(Indicate by check markwhether the registrant files or will file annual reports under cover Form 20-For Form 40-F.)

 

Form20-F      Ö                                  Form40-F

 

 

(Indicate by check markwhether by furnishing the information contained in this Form, the registrant isalso thereby furnishing the information to the Commission pursuant to Rule12g3-2(b) under the Securities Exchange Act of 1934.)

 

Yes                                                        No       Ö

 

 

(If "Yes" ismarked, indicate below the file number assigned to the registrant in connectionwith Rule 12g3-2(b): 82- ________ )
****
 

 

NOTE REGARDINGFORWARD-LOOKING STATEMENTS

 

Some information in this report may containforward-looking statements within the meaning of Section 27A of the U.S.Securities Act of 1933 and Section 21E of the U.S. Securities Exchange Act of1934.  We have based these forward-looking statements on our current beliefs,expectations and intentions as to facts, actions and events that will or mayoccur in the future.  Such statements generally are identified byforward-looking words such as “believe,” “plan,” “anticipate,” “continue,” “estimate,”“expect,” “may,” “will” or other similar words.

A forward-looking statement may include astatement of the assumptions or bases underlying the forward-lookingstatement.  We have chosen these assumptions or bases in good faith.  Theseforward-looking statements are subject to risks, uncertainties and assumptions,some of which are beyond our control.  In addition, these forward-lookingstatements reflect our current views with respect to future events and are nota guarantee of future performance.  Actual results may differ materially frominformation contained in the forward-looking statements as a result of a numberof factors, including, without limitation, the risk factors set forth in“Item 3. Key Information – Risk Factors” in our annual report on Form 20-Ffor the fiscal year ended December 31, 2005.  You should alsokeep in mind that any forward-looking statement made by us in this report orelsewhere speaks only as at the date on which we made it.  New risks anduncertainties come up from time to time, and it is impossible for us to predictthese events or how they may affect us.  We have no duty to, and do not intendto, update or revise the statements in this report after the date hereof.  Inlight of these risks and uncertainties, you should keep in mind that actualresults may differ materially from any forward-looking statement made in thisreport or elsewhere.

 
 

 

**EXHIBITS**
 

 

 

Exhibit Number

 

Page

 

1

 

A copy of the disclosure letter we sent today to the Philippine Stock Exchange and the Securities and Exchange Commission regarding the press release that is being issued by Philippine Long Distance Telephone Company, entitled “ePLDT Completes Acquisition of SPI Technologies, Inc.”.

 

 

 

6

 

EXHIBIT 1

** **

   

 

July 11, 2006

 
 

 

The Philippine Stock Exchange
Disclosure Department

4th Floor PSECentre

Exchange Road, Ortigas Center

Pasig City

 

Attention:        Ms.Jurisita M. Quintos 

SeniorVice President 

 

Ladies and Gentlemen:

 

In compliancewith Section 17.1(b) and Section 17.3 of the Securities Regulation Code, wesubmit herewith a copy of SEC Form 17-C with a copy of a press release attachedthereto entitled “*e*PLDT Completes Acquisition of SPI Technologies,Inc.”  *e*PLDT, Inc. is a wholly-owned subsidiary of PLDT.

 

This shall also serve asthe disclosure letter for the purpose of complying with the PSE RevisedDisclosure Rules.

 

Respectfully yours,

 

 

/s/Ma. Lourdes C. Rausa-Chan

MA. LOURDES C. RAUSA-CHAN

Corporate Secretary 

 

MLCRC:amq

Encs.

 

Page 1 of 6

  EXHIBIT 1

 

 

 

July 11, 2006

 

 

SECURITIES &EXCHANGE COMMISSION

Money MarketOperations Department

SEC Building, EDSA

Mandaluyong City

 

Attention         :           DirectorJustina F. Callangan

                                    CorporationsFinance Department

 

Gentlemen:

 

Re       :           PhilippineLong Distance Telephone Company

                        SECRegistration No. PW-55

 

In accordancewith Section 17.1 (b) of the Securities Regulation Code, we submit herewithfive (5) copies of SEC Form 17-C with a copy of a press release attachedthereto entitled “*e*PLDT Completes Acquisition of SPI Technologies,Inc.”  *e*PLDT, Inc. is a wholly-owned subsidiary of PLDT.

 

Very trulyyours,

 

 

/s/Ma. Lourdes C. Rausa-Chan

MA. LOURDES C. RAUSA-CHAN

Corporate Secretary

 

MLCRC:amq

Encs.

Page 2 of 6

  EXHIBIT 1

 

 

 

**SECURITIES ANDEXCHANGE COMMISSION**

** **

** **

**SEC FORM 17-C**

** **

**CURRENT REPORTUNDER SECTION 17**

OF THE SECURITIESREGULATION CODE

AND SRC RULE 17.1

 

 

 

 

1.                 July 11, 2006

(Date of earliest event reported)

 

2.                 SEC Identification Number  PW-55

 

3.                 BIR Tax Identification No. 000-488-793

 

4.                 PHILIPPINE LONGDISTANCE TELEPHONE COMPANY                                        

            Exactname of registrant as specified in its charter

 

5.         PHILIPPINES                                            6. _____________ (SEC UseOnly)  

           Province, country or otherjurisdiction             Industry Classification Code

of Incorporation

 

7.         9thFloor MGO Building

            Legaspicorner dela Rosa Streets, Makati City         1200 

     Address of principal office                                                      PostalCode

 

8.         (632)816-8553                                           

            Registrant's telephone number, including areacode
 

9.         NotApplicable                                                               

            Formername or former address, if changed since last report

 

10.       Securitiesregistered pursuant to Sections 8 and 12 of the SRC

 

            Titleof Each Class                             Number of Shares of Common Stock

          Licensed and Amount of Debt Outstanding

 

Page 3 of 6

  EXHIBIT 1

 

            Attached hereto is a copy of a press release entitled“*e*PLDT Completes Acquisition of SPI Technologies, Inc.”  *e*PLDT,Inc. is a wholly-owned subsidiary of PLDT.

 

 

SIGNATURE

 

            Pursuantto the requirements of the Securities Regulation Code, the Registrant has dulycaused this report to be signed on its behalf by the undersigned hereto dulyauthorized.

 

 

 

 

PHILIPPINE LONG DISTANCE

TELEPHONE COMPANY

 

 

/s/ Ma. Lourdes C. Rausa-Chan

MA. LOURDES C. RAUSA-CHAN 

Corporate Secretary

 

 

 

 

 

Date:   July 11, 2006

 

Distribution Copies:  5copies – Securities & Exchange Commission

                        1copy    - Philippine Stock Exchange

                                    1copy    - Company Secretary

 

 

Page 4 of 6

  EXHIBIT1

 

**PRESS RELEASE**

** **

 

**ePLDT COMPLETES ACQUISTION OF SPi TECHNOLOGIES, INC.**
ACQUISITION CREATES THE LARGEST FULL SERVICE 
BUSINESS PROCESS OUTSOURCING FIRM IN THE PHILIPPINES
 

 

***July 11, 2006******,******Makati************City******,******Manila******,******Philippines***:  The Philippine LongDistance Telephone Company (“PLDT”; NYSE: PHI; PSE: TEL) announced today thatits wholly-owned subsidiary, ePLDT, Inc. (“ePLDT”) has completed theacquisition of 100% of SPi Technologies, Inc. and its direct and indirectPhilippine and offshore subsidiaries (“SPi”).    ePLDT acquired 100% of theshares of SPi Technologies, Inc., a Philippine company, from SPi’s soleshareholder, SPi Tech L.P. (the “Seller”), for a total consideration of US$ 135.34million cash.  As part of the transaction, ePLDT also acquired a US$ 7.0million debt owed by SPi to the Seller at face value.  In addition, ePLDTadvanced US$ 16.43 million to SPi in order for SPi to fully pay its debt owedto DBS Bank Singapore.  ePLDT intends to havethis debt refinanced by SPi in due course.  ePLDT is the Information andCommunications Technology arm of the PLDT Group.

 

The acquisition of SPi,together with ePLDT’s existing Ventus call center group, creates the industry’sforemost business process outsourcing (“BPO”) services provider with thenecessary operating scale and financial strength to invest consistently andaggressively in innovation, while continuing to provide world-class customerservice and support to clients.  

 

“We are proud to completethe acquisition of SPi. SPi’s well-established presence in the U.S. and its domain expertisein a variety of service verticals will give us a unique opportunity to increaseour participation in the growing base of the global outsourcing and off-shoringmarket. This acquisition also manifests our commitment to make the Philippinesone of the leading business process outsourcing locations in the world and ourabiding faith in the capabilities of the Filipino workers.” according to Ray C.Espinosa, President & CEO of ePLDT.

 

SPi is the 2ndlargest pure-play BPO company and the 9th largest independent BPOservice provider worldwide.  It has operations in 19 locations in North America, Europe and Asia.  Its customers includeFortune 100 companies, non-profit organizations and government agencies in thefinancial services, healthcare, legal and publishing markets.  SPi servicesthese customers onsite, and from facilities in the Philippines, India, US, China (25% ownership) and Vietnam (outsourced).

 

Ernest L. Cu, President& Chief Executive Officer of SPi said, “The management team is verysupportive of this acquisition and quite excited about this new phase in SPi’shistory.  Global 2000 companies now prefer full service companies who candeliver a broad range of both voice and non-voice services across multiplecountries.  With ePLDT’s call center capabilities, IT infrastructure andfinancial resources; we will be among a select few in the world who can executeon these opportunities.”

Page 5 of 6

  EXHIBIT 1

 

As of May 31, 2006, SPi has 6,500 employeesand approximately 4,200 seats worldwide.  Combined with ePLDT’s Ventus callcenter group (“ePLDT Ventus Group”), ePLDT now has over 11,000 employees andabout 8,300 seats in its BPO/call center operations.   The ePLDT Ventus Groupoperates seven call center facilities located in Makati, Taguig, Pasig, Mandaluyong, Quezon City and Iloilo, rendering primarilyvoice-based services to large US-based clients and outsourcers.

 

 

*********

 

CONTACT:

 

**Ray C. Espinosa**

President

ePLDT, Inc.

5F LV Locsin Building,

Makati Avenue, Makati City

Tel:     +63 2 8936618

Fax:     +63 2 8150617

rcespinosa@pldt.com.ph

** **

**Anna V. Bengzon**

Head, Investor Relations

PLDT

12F Ramon Cojuangco Building

Makati Avenue, Makati City

Tel: +63 2 8168024

Fax: +63 2 8107138

avbengzon@pldt.com.ph

** **

 

Page 6 of 6

    

 

Signatures

 

 

Pursuantto the requirements of the Securities Exchange Act of 1934, the registrant hasduly caused this report to be signed on its behalf by the undersigned,thereunto duly authorized.

 

 

 

PHILIPPINE LONG DISTANCE

TELEPHONE COMPANY

 

 

 

By        :     /s/ Ma. Lourdes C. Rausa-Chan

Name  :     Ma. Lourdes C. Rausa-Chan

Title     :     Senior Vice President, Corporate

                  Affairs and Legal Services Head 

                  and Corporate Secretary

 

 

 

 

 

 

 

Date:July 11, 2006