SECURITIES AND EXCHANGE COMMISSION
Washington, 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 November 2009
Commission File Number 1-03006
Philippine Long Distance Telephone Company
(Exact Name of Registrant as Specified in Its Charter)
Ramon Cojuangco Building
Makati Avenue
Makati City
Philippines
(Address of principal executive offices)
(Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.)
Form 20-F Ö Form 40-F
(Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)
Yes No Ö
(If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ________ )
NOTE REGARDING FORWARD-LOOKING STATEMENTS
Some information in this report may contain forward-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 of 1934. We have based these forward-looking statements on our current beliefs, expectations and intentions as to facts, actions and events that will or may occur in the future. Such statements generally are identified by forward-looking words such as believe, plan, anticipate, continue, estimate, expect, may, will or other similar words.
A forward-looking statement may include a statement of the assumptions or bases underlying the forward-looking statement. We have chosen these assumptions or bases in good faith. These forward-looking statements are subject to risks, uncertainties and assumptions, some of which are beyond our control. In addition, these forward-looking statements reflect our current views with respect to future events and are not a guarantee of future performance. Actual results may differ materially from information contained in the forward-looking statements as a result of a number of factors, including, without limitation, the risk factors set forth in Item 3. Key Information Risk Factors in our annual report on Form 20-F for the fiscal year ended December 31, 2008. You should also keep in mind that any forward-looking statement made by us in this report or elsewhere speaks only as at the date on which we made it. New risks and uncertainties come up from time to time, and it is impossible for us to predict these events or how they may affect us. We have no duty to, and do not intend to, update or revise the statements in this report after the date hereof. In light of these risks and uncertainties, you should keep in mind that actual results may differ materially from any forward-looking statement made in this report or elsewhere.
EXHIBITS
Exhibit Number |
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1
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Copy of the revised disclosure letter that we filed today with the Securities and Exchange Commission and the Philippine Stock Exchange regarding cash dividend declaration on the Companys Series VI Convertible Preferred Stock.
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5 |
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Exhibit 1
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November 5, 2009
The Philippine Stock Exchange
Disclosure Department
4th Floor PSE Centre
Exchange Road, Ortigas Center
Pasig City
Attention: Ms. Janet A. Encarnacion
Head Disclosure Department
Gentlemen:
We refer to our disclosure letter dated November 3, 2009 under SEC Form 17-C, which we submitted on the same date to your good Office via OdiSy (Reference No. WLIST_2009000015337).
The cash dividend amount for the Companys Series VI Convertible Preferred Stock was erroneously stated as P0.001103. This should be $0.001103. Thus, our disclosure should read as follows:
X X X X X
2. $0.001103 per day per outstanding share of the Companys Series VI Convertible Preferred Stock which were originally issued on November 8, 2002 and scheduled for mandatory conversion into Common Stock of the Company on November 9, 2009 (the Converted CPS VI), for the period October 16, 2009 to November 8, 2009, payable on December 8, 2009 to the holders of record of said Converted CPS VI at the close of business on November 8, 2009.
X X X X X
Enclosed is a revised SEC Form 17-C.
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Very truly yours,
PHILIPPINE LONG DISTANCE TELEPHONE COMPANY
/s/ Ma. Lourdes C. Rausa-Chan MA. LOURDES C. RAUSA-CHAN Corporate Secretary |
Page 1 of 5
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Exhibit 1
November 5, 2009
SECURITIES & EXCHANGE COMMISSION
SEC Building, EDSA
Mandaluyong City
Attention: Director Justina F. Callangan
Corporation Finance Department
Gentlemen:
In accordance with Section 17.1(b) of the Securities Regulation Code and SRC Rule 17.1, we submit herewith a revised SEC Form 17-C regarding a discloseable event/information.
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Very truly yours,
PHILIPPINE LONG DISTANCE TELEPHONE COMPANY
/s/ Ma. Lourdes C. Rausa-Chan MA. LOURDES C. RAUSA-CHAN Corporate Secretary |
Page 2 of 5
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Exhibit 1
COVER SHEET
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SEC Registration No. |
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(Companys Full Name)
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(Business Address: No. Street/City/Town/Province)
ATTY. MA. LOURDES C. RAUSA-CHAN |
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816-8405 |
Contact person |
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Contact Telephone No. |
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SEC FORM 17-C |
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Every 2nd Tuesday |
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Dept. Requiring this Doc. |
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Amended Articles Number/Section |
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Total Amount of Borrowings |
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2,183,094 As of September 30, 2009 |
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Total No. of Stockholders |
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Domestic |
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Foreign |
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Document I.D. |
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STAMPS
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Remarks: Please use black ink for scanning purposes
Page 3 of 5
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Exhibit 1
SECURITIES AND EXCHANGE COMMISSION
SEC FORM 17-C
CURRENT REPORT UNDER SECTION 17
OF THE SECURITIES REGULATION CODE
AND SRC RULE 17.1
1. November 5, 2009
(Date of earliest event reported)
2. SEC Identification Number PW-55
3. BIR Tax Identification No. 000-488-793
4. PHILIPPINE LONG DISTANCE TELEPHONE COMPANY
Exact name of issuer as specified in its charter
5. PHILIPPINES 6. _____________ (SEC Use Only)
Province, country or other jurisdiction Industry Classification Code
of Incorporation
7. Ramon Cojuangco Building, Makati Avenue, Makati City 1200
Address of principal office Postal Code
8. (632) 816-8553; 816-8556
Issuer's telephone number, including area code
9. Not Applicable
Former name or former address, if changed since last report
10. Securities registered pursuant to Sections 8 and 12 of the Securities Regulation Code or Sections 4 and 8 of the Revised Securities Act
Title of Each Class Number of Shares of Common Stock
Licensed and Amount of Debt Outstanding
_______________________________________________________________
_______________________________________________________________
_______________________________________________________________
Page 4 of 5
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Exhibit 1
11. Item 9 Other Events
We refer to our disclosure letter dated November 3, 2009 under SEC Form 17-C, which we submitted on the same date to your good Office (Document ID No. 111032009000592).
The cash dividend amount for the Companys Series VI Convertible Preferred Stock was erroneously stated as P0.001103. This should be $0.001103. Thus, our disclosure should read as follows:
X X X X X
2. $0.001103 per day per outstanding share of the Companys Series VI Convertible Preferred Stock which were originally issued on November 8, 2002 and scheduled for mandatory conversion into Common Stock of the Company on November 9, 2009 (the Converted CPS VI), for the period October 16, 2009 to November 8, 2009, payable on December 8, 2009 to the holders of record of said Converted CPS VI at the close of business on November 8, 2009.
X X X X X
SIGNATURE
Pursuant to the requirements of the Securities Regulation Code, the Company has duly caused this report to be signed on its behalf by the undersigned hereto duly authorized.
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PHILIPPINE LONG DISTANCE TELEPHONE COMPANY
/s/ Ma. Lourdes C. Rausa-Chan MA. LOURDES C. RAUSA-CHAN Corporate Secretary |
Date: November 5, 2009
Page 5 of 5
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Signatures
Pursuant to the requirements 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.
PHILIPPINE LONG DISTANCE TELEPHONE COMPANY
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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
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Date: November 5, 2009