1934 Act Registration No. 1-14700

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 October 2004

Taiwan Semiconductor Manufacturing Company Ltd.
(Translation of Registrant’s Name Into English)

No.8, Li-Hsin Rd. 6,
Hsin-chu Science Park
Taiwan
(Address of Principal Executive Offices)

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

Form 20-F  þ Form 40-F  o

     (Indicate by check mark whether the registrant by furnishing 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.)

Yes  o No  þ

(If “Yes” is marked, indicated below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82:                   .)

FOR IMMEDIATE RELEASE

CONTACT IN TAIWAN
Elizabeth Sun / Julie Chan /
Eric Chiang / Mark Go
Investor Relations Division
TSMC
invest@tsmc.com
886-3-568-2085/ 2080/ 2087/2088

Topics in This Report
•	Revenue Analysis
•	Utilization & Capacity
•	Profit & Expense Analysis
•	Financial Condition Review
•	Cash Flow & CapEx
•	Recap of Recent Important Events & Announcements

Operating Results Review:

Summary:

(Amount in NT$ billion except noted otherwise)		3Q04			2Q04			3Q03			QoQ			YoY
EPS	(NT$  per com. shr.)		1.20			1.00			0.65			19.5	%		84.6	%
	(US$  per ADR unit)		0.18			0.15			0.09
Net Sales			69.74			64.87			54.88			7.5	%		27.1	%
Gross Profit			32.14			28.14			21.45			14.2	%		49.9	%
Operating Expense			(6.02	)		(6.01	)		(4.96	)		0.2	%		21.4	%
Non-Operating Items			2.01			0.99			0.22			103.5	%		808.7	%
Net Income			27.93			23.41			15.17			19.3	%		84.1	%
Wafers Shipped (kpcs 8 inch-equiv.)			1,333			1,282			992			4.0	%		34.4	%
Capacity Utilization			103	%		106	%		98	%		–2.2	%		5.6	%
Net Profit Margin			40.1	%		36.1	%		27.6	%

Remarks:

The third quarter EPS of NT$1.20 represents a 19.5% increase compared with 2Q04. The unconsolidated operating results of 3Q04 are summarized below:

Net sales increased 7.5% to NT$69.7 billion compared with NT$64.9 billion in the second quarter due mainly to a 4.0% increase in wafer shipments and a 1.4% increase in wafer average selling price (ASP), further helped by a 1.8% weaker local currency to US dollar exchange rate.

Gross profit improved to NT$32.1 billion, representing a 14.2% increase from the previous quarter. Gross margin increased to 46.1% from 43.4% in 2Q04 driven by higher levels of wafer output, continuing improvement on 12-inch wafer yield, and a better product mix.

Operating expenses remained relatively flat at NT$6.0 billion.

Combined non-operating income and long-term investments’ gains more than doubled to NT$2.0 billion over the previous quarter. This quarter’s significant gain was due mainly to higher returns earned from short-term money market investments, a gain from foreign currency translation, higher royalty income received, and an improved operating performance by TSMC subsidiary/affiliates.

Income before tax rose 21.7% sequentially to NT$28.1 billion. The Company’s provision for tax expenses of NT$2.9 billion was partially offset by an investment tax credit of NT$2.7 billion. TSMC’s 3Q04 net income increased 19.3% to NT$27.9 billion while net margin improved to 40.1% from the previous quarter’s 36.1%.

Taiwan Semiconductor Manufacturing Company, Ltd.
October 26, 2004  
Page 2

I.   Revenue Analysis

I-1.   Wafer Sales Analysis

By Application	3Q04			2Q04			3Q03
Computer		31	%		27	%		36	%
Communication		42	%		45	%		36	%
Consumer		20	%		22	%		21	%
Industrial/Others		5	%		5	%		5	%
Memory		2	%		1	%		2	%

By Technology	3Q04			2Q04			3Q03
0.13um-		30	%		25	%		19	%
0.15/0.18um		38	%		42	%		47	%
0.25um		14	%		15	%		19	%
0.35um+		10	%		10	%		8	%
0.50um+		8	%		8	%		7	%

By Customer Type	3Q04			2Q04			3Q03
Fabless		69	%		68	%		73	%
IDM		31	%		31	%		26	%
System		0	%		1	%		1	%

By Geography	3Q04			2Q04			3Q03
North America		75	%		73	%		76	%
Asia Pacific		11	%		12	%		11	%
Europe		7	%		7	%		5	%
Japan		7	%		8	%		8	%

Revenue Analysis:

Net sales increased 7.5% to NT$69.7 billion compared with NT$64.9 billion in the second quarter. The growth in net sales was attributable to a 4.0% increase in wafer shipments and a 1.4% increase in wafer average selling price (ASP), further helped by a 1.8% weaker local currency to US dollar exchange rate.

Computer applications represent this quarter’s principle revenue driver, while revenues from communication applications remained at the same level. After strong growth in the second quarter, revenues from consumer applications declined slightly.

Demand from advanced technologies - defined as 0.13-micron and below - strengthened in 3Q04. Revenue contribution from advanced technology wafers improved to 30% of total wafer sales, compared to 25% in the previous quarter.

Fabless and IDM wafer sales weightings during the quarter remained similar to the previous quarter.

Geographically, the weightings for North America increased by two percentage points, while Asian and Japan markets declined by one percentage point. Meanwhile, Europe’s sales weightings remained unchanged.

ASP Trend:

During the third quarter, the average selling price in U.S. dollars increased 1.4% compared to last quarter’s 3.2% increase. This quarter’s ASP increase was attributable to a better product mix.

Taiwan Semiconductor Manufacturing Company, Ltd.
October 26, 2004  
Page 3

II.   Utilization & Capacity

Utilization Rate:

Overall capacity utilization levels declined slightly from 106% in the second quarter to 103% in the third quarter.

II-2.   Capacity

		1Q04		2Q04		3Q04		4Q04		2004
Fab/(Wafer size)		(Act.)		(Act.)		(Act.)		(Est.)		(Est.)
Fab-2	(6”)1		217		228		237		248		930
Fab-3	(8”)		208		221		246		247		922
Fab-5	(8”)		106		116		123		124		470
Fab-6	(8”)		187		196		214		217		813
Fab-7	(8”)		51		35		40		40		165
Fab-8	(8”)		182		202		216		224		823
Fab-12	(12”)2		43		52		69		80		244
Fab-14	(12”)2								6		6
TSMC-owned capacity 8”-equivalent Kpcs			953		1,014		1,128		1,184		4,279
Wafer Tech	(8”)		88		92		97		97		373
SSMC	(8”)		29		33		34		39		136
TSMC (Shanghai)	(8”)								1		1
Total TSMC-managed 8”-equivalent Kpcs			1,070		1,138		1,259		1,320		4,788

Note:	1.	Figures represent number of 6” wafers. Conversion to 8”-equivalent wafers is by dividing this number by 1.78
	2.	Figures represent number of 12” wafers. Conversion to 8”-equivalent wafers is by multiplying this number by 2.25

Capacity:

Total TSMC managed capacity in 3Q04 was 1,259 kpcs/quarter in terms of 8-inch equivalent wafers, representing 10.6% sequential capacity growth, where 12-inch wafer capacity increased by 32.7% sequentially.

Overall installed capacity for year 2004 is to remain at about 4.8 million 8-inch equivalent wafers.

Taiwan Semiconductor Manufacturing Company, Ltd.
October 26, 2004  
Page 4

III. Profit & Expense Analysis

III-1.   Gross Profit Analysis

(Amount: NT$ billion)	3Q04			2Q04			3Q03
COGS		37.6			36.7			33.4
Depreciation		13.7			14.0			14.0
Other MFG Cost		23.9			22.8			19.4
Gross Profit		32.1			28.1			21.4
Gross Margin
– TSMC		46.1	%		43.4	%		39.1	%
– TSMC w/o affiliates		51.9	%		49.1	%		43.0	%

Gross Profit Analysis:

Gross profit improved to NT$32.1 billion, representing a 14.2% increase from the previous quarter. Gross margin increased to 46.1% from 43.4% in 2Q04 mainly due to higher levels of wafer output, continuing improvement on 12-inch wafer yield, and a better product mix.

During the quarter, the gross margin from TSMC’s own fab manufacturing activities grew significantly to 51.9%.

III-2.   Operating Expense Analysis

(Amount: NT$ billion)	3Q04		2Q04		3Q03
Total Operating Exp.		6.02		6.01		4.96
SG&A		2.90		3.04		1.89
Research & Development		3.12		2.96		3.07

Operating Expenses:

Operating expenses remained relatively flat at NT$6.0 billion. R&D expenditures were sequentially higher due mainly to further development efforts related to 65-nm process technology. The ratio between R&D expenses to total net sales remained at about 5%. Overall, operating expenses represented 8.6% of net sales, which was lower than last quarter’s 9.3%.

III-3.   Non-Operating Items

(Amount: NT$ million)	3Q04			2Q04			3Q03
Non-Operating Income/(Exp.)		630			(264	)		(140	)
Net Interest Income/(Exp.)		228			30			(168	)
Other Non-Operating		402			(294	)		27
L-T Investments		1,378			1,251			361
WaferTech*		1,643			1,433			289
SSMC		268			288			73
Vanguard		326			257			124
TSMC (Shanghai)		(237	)		(102	)		n/a
Miscellaneous		(622	)		(626	)		(125	)

* Operation results only; does not include amortization of impaired assets.

Non-Operating Items:

Combined non-operating income and net gains from long-term investments more than doubled to NT$2.0 billion over the previous quarter.

During the quarter, non-operating income amounted to NT$630 million, compared to last quarter’s expense of NT$264 million. This quarter’s significant gain was due mainly to higher returns earned from short-term money market investments, a gain from foreign currency translation, and a higher royalty income received.

A NT$127 million sequential increase in long-term investments’ gains resulted from the general improvement of business operations at WaferTech and Vanguard, offset partially by higher expenses incurred at TSMC (Shanghai).

Taiwan Semiconductor Manufacturing Company, Ltd.
October 26, 2004  
Page 5

IV.   Financial Condition Review

IV-1.   Liquidity Analysis

(Amount: NT$ billion)	3Q04		2Q04		3Q03
Cash &S-T Investments		124.4		123.3		94.4
Accounts Receivable - Trade		33.4		30.8		25.0
Inventory		12.6		11.7		11.8
Total Current Assets		177.7		173.8		135.2
Accounts Payable and Others		33.3		25.6		18.9
Accrued Liabilities		11.0		23.4		8.3
Total Current Liabilities		44.2		49.0		27.2
Current Ratio (x)		4.0		3.5		5.0
Net Working Capital		133.4		124.8		108.0

Liquidity Analysis:

Total current assets were NT$3.9 billion higher on a sequential basis mainly because of higher accounts receivable.

Meanwhile, total current liabilities decreased significantly as a result of the pay down of cash dividends, partially offset by increased equipment purchases.

As a result, the Company’s current ratio improved to 4.0x and net working capital amounted to NT$133.4 billion, an increase of NT$8.7 billion over the previous quarter.

Receivable/Inventory Days Trend:

Turnover of receivables increased slightly from 42 days in the last quarter to 43 days.

Inventory turnover also increased marginally to 38 days as compared to 36 days in the previous quarter.

IV-3.   Debt Service

(Amount: NT$ billion)	3Q04		2Q04		3Q03
Cash &S-T Investments		124.4		123.3		94.4
Interest-Bearing Debt		35.0		35.0		35.0
Net Cash Reserves		89.4		88.3		59.4

Debt Service:

Net cash reserves, defined as the excess of cash and short term investments over interest-bearing debt, increased by NT$1.1 billion to NT$89.4 billion in 3Q04, reflecting slightly higher cash and short-term investment levels.

Interest-bearing debt remained unchanged at NT$35 billion.

Taiwan Semiconductor Manufacturing Company, Ltd.
October 26, 2004  
Page 6

V.   Cash Flow & CapEx

V-1.   Cash Flow Analysis

(Amount: NT$ billion)	3Q04			2Q04			3Q03
Net Income		27.9			23.4			15.2
Depreciation & Amortization		15.4			16.0			15.5
Other Op Sources/(Uses)		(5.1	)		(3.3	)		3.2
Total Op Sources/(Uses)		38.2			36.1			33.9
Capital Expenditure		(16.5	)		(22.8	)		(8.2	)
Short TermInvestment		(4.9	)		(24.8	)		(8.6	)
Long TermInvestment		(7.3	)		(5.8	)		(0.0	)
Other Investing Sources/(Uses)		(0.4	)		(0.1	)		(0.5	)
Net Investing Sources/(Uses)		(29.1	)		(53.5	)		(17.4	)
Treasury Stock		0.0			(6.6	)		0.0
Cash dividends paid to common stocks		(12.2	)		0.0			0.0
Bonus paid to Employees		(0.7	)		0.0			0.0
Paid to directors and supervisors		0.0			(0.1	)		0.0
Cash dividends paid to preferred stocks		0.0			(0.2	)		0.0
Other Financing Sources/(Uses)		(0.1	)		(0.1	)		(0.4	)
Net Financing Sources/(Uses)		(12.9	)		(7.0	)		(0.4	)
Net Cash Position Changes		(3.9	)		(24.4	)		16.2

Summary of Cash Flow:

During the quarter, TSMC generated NT$38.2 billion operating cash inflow mainly from net income of NT$27.9 billion and depreciation & amortization of NT$15.4 billion. This was partly offset by increases in net working capital.

Net cash used in investing activities totaled NT$29.1 billion including (i) capital spending of NT$16.5 billion (ii) a continued accumulation of NT$4.9 billion in short-term investments, primarily in various money market instruments (iii) long-term investments of NT$2.8 billion in government and corporate bonds and NT$4.4 billion capital injection to TSMC (Shanghai).

A net financing charge of NT$12.9 billion was largely attributable to the Company’s NT$12.2 billion cash dividends and NT$0.7 billion employee bonus.

As a result, TSMC ended the quarter with a cash balance of NT$78.3 billion.

Operating Cash Flow Trend:

Operating cash flow of NT$38.2 billion was 5.7% higher than the previous quarter due mainly to higher net income.

V-3.   Capital Expenditure

• TSMC’s actual 3Q04 capital expenditure: US$490 million.

• During the quarter, capital spending for TSMC (Shanghai) and WaferTech was US$8 million and US$26 million, respectively.

• Estimated 2004 capital expenditure to be about US$2.4 billion.

Capital Spending:

TSMC’s capital expenditures during the quarter totaled US$490 million. Most of the spending was for 12-inch capacity ramp-up in Fab 12 and Fab 14.

During the quarter, capital spending for TSMC (Shanghai) was US$8 million, while WaferTech amounted to US$26 million. Year-to-date, total capital expenditures for TSMC have amounted to approximately US$1.7 billion.

Management reiterates 2004 capex to be about US$2.4 billion.

Taiwan Semiconductor Manufacturing Company, Ltd.
October 26, 2004  
Page 7

VI.   Recap of Recent Important Events & Announcements

 

• TSMC was Awarded the 2004 National Invention and Creation Award and the Gold Medal Contribution Award by the Ministry of Economic Affairs Intellectual Property Bureau (2004/10/13)

• TSMC and Freescale to Jointly Develop Silicon-on-Insulator (SOI) Technology focusing on 65-nm process technology (2004/10/12)

• TSMC Consistently Selected by Common Wealth Magazine as ‘The Most Admired Company’ for Eight Consecutive Years (1997-2004) (2004/10/01)

• TSMC Ships One Million 0.13-Micron Eight Inch Equivalent Wafers (2004/09/20)

• TSMC Distinguished by the KNOW Network as ‘Asia’s Most Admired Knowledge Enterprise’ in 2004 (2004/09/01)

• TSMC Filed a Complaint with the US ITC Alleging that SMIC Misappropriated Trade Secrets and Infringed on Patents (2004/08/18)

Please visit TSMC’s Web site (http://www.tsmc.com) for details about these and other announcements.

Attachment A

TAIWAN SEMICONDUCTOR MANUFACTURING CO., LTD.
UNCONSOLIDATED BALANCE SHEET
As of September 30, 2004 and 2003
(Figures in Millions of New Taiwan Dollars (NTD) and U.S. Dollars (USD))⁽¹⁾

	September 30, 2004									September 30, 2003						YoY
ASSETS	USD			NTD			%			NTD			%			Move			Inc(Dec)%
Cash		2,304			78,290			16.9			82,731			21.6			(4,441	)		(5.4	)
Short Term Investment		1,357			46,128			10.0			11,664			3.1			34,464			295.5
Accounts Receivable - Trade		983			33,415			7.2			24,858			6.5			8,557			34.4
Inventories		372			12,629			2.7			11,813			3.1			816			6.9
Other Current Assets		212			7,220			1.6			4,107			1.1			3,113			75.8
Total Current Assets		5,228			177,682			38.4			135,173			35.4			42,509			31.4
Long Term Investment		1,712			58,186			12.6			34,669			9.1			23,517			67.8
Fixed Assets		14,506			492,964			106.6			425,904			111.4			67,060			15.7
Less Accumulated Depreciation		(8,410	)		(285,808	)		(61.8	)		(233,610	)		(61.1	)		(52,198	)		22.3
Net Fixed Assets		6,096			207,156			44.8			192,294			50.3			14,862			7.7
Other Assets		573			19,484			4.2			20,055			5.2			(571	)		(2.8	)
Total Assets		13,609			462,508			100.0			382,191			100.0			80,317			21.0
LIABILITIES
Accounts Payables		383			12,997			2.8			9,387			2.5			3,610			38.5
Payables to Contractors and Equipment Suppliers		449			15,261			3.3			9,481			2.5			5,780			61.0
Accured Expenses and Other Current Liabilities		323			10,974			2.4			8,319			2.2			2,655			31.9
Current Portion of Bonds Payable		147			5,000			1.1		-				0.0			5,000		-
Total Current Liabilities		1,302			44,232			9.6			27,187			7.1			17,045			62.7
Bonds Payable		883			30,000			6.5			35,000			9.2			(5,000	)		(14.3	)
Other Long Term Liabilities		265			9,013			1.9			7,033			1.8			1,980			28.2
Total Liabilities		2,450			83,245			18.0			69,220			18.1			14,025			20.3
SHAREHOLDERS’ EQUITY
Capital Stock		6,842			232,519			50.3			202,666			53.0			29,853			14.7
Capital Surplus		1,663			56,529			12.2			56,847			14.9			(318	)		(0.6	)
Legal Reserve		751			25,528			5.5			20,802			5.4			4,726			22.7
Special Reserve	-			-				0.0			69			0.0			(69	)	-
Retained Earnings		1,942			66,007			14.3			34,226			9.0			31,781			92.9
Treasury Stock		(48	)		(1,617	)		(0.3	)		(1,643	)		(0.4	)		26			(1.6	)
Unrealized Loss on Long-term Investments		0			(3	)		(0.0	)		(2	)		(0.0	)		(1	)		50.0
Cumulated Translation Adjustment		9			300			0.1			6			0.0			294			4900.0
Total Equity		11,159			379,263			82.0			312,971			81.9			66,292			21.2
Total Liabilities & Shareholders’ Equity		13,609			462,508			100.0			382,191			100.0			80,317			21.0

Note: (1) New Taiwan dollar amounts have been translated into U.S. dollars at the rate of NT$33.98 per U.S. dollar as of September 30, 2004.

Attachment A

TAIWAN SEMICONDUCTOR MANUFACTURING CO., LTD.
UNCONSOLIDATED BALANCE SHEET
As of September 30 and June 30, 2004
(Figures in Millions of New Taiwan Dollars (NTD) and U.S. Dollars (USD))⁽¹⁾

	September 30, 2004									June 30, 2004						QoQ
ASSETS	USD			NTD			%			NTD			%			Move			Inc(Dec)%
Cash		2,304			78,290			16.9			82,142			18.7			(3,852	)		(4.7	)
Short Term Investment		1,357			46,128			10.0			41,199			9.4			4,929			12.0
Accounts Receivable - Trade		983			33,415			7.2			30,768			7.0			2,647			8.6
Inventories		372			12,629			2.7			11,725			2.7			904			7.7
Other Current Assets		212			7,220			1.6			7,981			1.8			(761	)		(9.5	)
Total Current Assets		5,228			177,682			38.4			173,815			39.5			3,867			2.2
Long Term Investment		1,712			58,186			12.6			49,217			11.2			8,969			18.2
Fixed Assets		14,506			492,964			106.6			475,348			108.1			17,616			3.7
Less Accumulated Depreciation		(8,410	)		(285,808	)		(61.8	)		(275,066	)		(62.5	)		(10,742	)		3.9
Net Fixed Assets		6,096			207,156			44.8			200,282			45.5			6,874			3.4
Other Assets		573			19,484			4.2			16,513			3.8			2,971			18.0
Total Assets		13,609			462,508			100.0			439,827			100.0			22,681			5.2
LIABILITIES
Accounts Payables		383			12,997			2.8			11,971			2.7			1,026			8.6
Payables to Contractors and Equipment Suppliers		449			15,261			3.3			8,658			2.0			6,603			76.3
Accured Expenses and Other Current Liabilities		323			10,974			2.4			23,418			5.3			(12,444	)		(53.1	)
Current Portion of Bonds Payable		147			5,000			1.1			5,000			1.1			0			0.0
Total Current Liabilities		1,302			44,232			9.6			49,047			11.2			(4,815	)		(9.8	)
Bonds Payable		883			30,000			6.5			30,000			6.8			0			0.0
Other Long Term Liabilities		265			9,013			1.9			9,706			2.2			(693	)		(7.1	)
Total Liabilities		2,450			83,245			18.0			88,753			20.2			(5,508	)		(6.2	)
SHAREHOLDERS’ EQUITY
Capital Stock		6,842			232,519			50.3			233,766			53.1			(1,247	)		(0.5	)
Capital Surplus		1,663			56,529			12.2			56,886			12.9			(357	)		(0.6	)
Legal Reserve		751			25,528			5.5			25,528			5.8			0			0.0
Retained Earnings		1,942			66,007			14.3			43,517			9.9			22,490			51.7
Treasury Stock		(48	)		(1,617	)		(0.3	)		(8,676	)		(2.0	)		7,059			(81.4	)
Unrealized Loss on Long-term Investments		0			(3	)		(0.0	)		(0	)		0.0			(3	)	-
Cumulated Translation Adjustment		9			300			0.1			53			0.0			247			466.0
Total Equity		11,159			379,263			82.0			351,074			79.8			28,189			8.0
Total Liabilities & Shareholders’ Equity		13,609			462,508			100.0			439,827			100.0			22,681			5.2

Note: (1) New Taiwan dollar amounts have been translated into U.S. dollars at the rate of NT$33.98 per U.S. dollar as of September 30, 2004.

Attachment B

TAIWAN SEMICONDUCTOR MANUFACTURING CO., LTD.
UNCONSOLIDATED INCOME STATEMENT
For the Three Months Ended September 30, 2004 and 2003
(Expressed in Millions New Taiwan Dollars (NTD) and U.S. Dollars (USD)⁽¹⁾
Except for Per Share Amounts and Shares Outstanding)

	Year over Year Comparison															Sequential Comparison
	3Q 2004						% of			3Q 2003			YoY			3Q 2004						% of			2Q 2004			QoQ
	USD			NTD			Sales			NTD			Inc(Dec) %			USD			NTD			Sales			NTD			Inc(Dec) %
Net Sales		2,053			69,735			100.0			54,877			27.1			2,053			69,735			100.0			64,869			7.5
Cost of Sales		(1,107	)		(37,595	)		(53.9	)		(33,430	)		12.5			(1,107	)		(37,595	)		(53.9	)		(36,730	)		2.4
Gross Profit		946			32,140			46.1			21,447			49.9			946			32,140			46.1			28,139			14.2
Operating Expenses
General and Administrative Expenses		(76	)		(2,578	)		(3.7	)		(1,615	)		59.6			(76	)		(2,578	)		(3.7	)		(2,604	)		(1.0	)
Selling and Marketing Expenses		(9	)		(318	)		(0.5	)		(277	)		14.8			(9	)		(318	)		(0.5	)		(437	)		(27.2	)
Research and Development Expenses		(92	)		(3,123	)		(4.5	)		(3,068	)		1.8			(92	)		(3,123	)		(4.5	)		(2,964	)		5.4
Total Operating Expenses		(177	)		(6,019	)		(8.6	)		(4,960	)		21.4			(177	)		(6,019	)		(8.6	)		(6,005	)		0.2
Income from Operations		769			26,121			37.5			16,487			58.4			769			26,121			37.5			22,134			18.0
Net Non-operating Income (Expenses)		19			630			0.9			(140	)		-			19			630			0.9			(264	)		-
Investment Income		41			1,378			2.0			361			281.7			41			1,378			2.0			1,251			10.2
Income before Income Tax		829			28,129			40.3			16,708			68.4			829			28,129			40.3			23,121			21.7
Income Tax Credit (Expenses)		(6	)		(196	)		(0.3	)		(1,539	)		(87.3	)		(6	)		(196	)		(0.3	)		289			-
Net Income		823			27,933			40.1			15,169			84.1			823			27,933			40.1			23,410			19.3
Diluted Earnings Per Ordinary Share(2)		0.04			1.20						0.65			84.6			0.04			1.20						1.00			19.5
Earnings Per ADR(3)		0.18			6.00						3.25						0.18			6.00						5.02
Weighted Average Outstanding Shares (‘M)(4)					23,270						23,331									23,270						23,301

Note:	(1)	New Taiwan dollars have been translated into U.S. dollars at the weighted average rate of NTD33.96 per U.S. dollar for the third quarter of 2004.
	(2)	EPS calculation for 3Q ‘03 is after deducting a cash dividend payment on NT$13,000 million of preferred stock paying an annual rate of 3.5% at the period from January 1 to May 29, 2003. The preferred stock was redeemed on May 29, 2003.
	(3)	1 ADR equals 5 ordinary shares.
	(4)	Total weighted average outstanding shares for 3Q ‘03 and 2Q ‘04 are retroactively adjusted for stock dividends and stock bonus.

Attachment C

TAIWAN SEMICONDUCTOR MANUFACTURING CO., LTD.
UNCONSOLIDATED INCOME STATEMENT
For the Nine Months Ended September 30, 2004 and 2003
(Expressed in Millions New Taiwan Dollars (NTD) and U.S. Dollars (USD) ⁽¹⁾
Except for Per Share Amounts and Shares Outstanding)

	Nine months ended September 30
	2004			2004			% of			2003			YoY
	USD			NTD			Sales			NTD			Inc(Dec) %
Net Sales		5,717			192,117			100.0			144,125			33.3
Cost of Sales		(3,247	)		(109,109	)		(56.8	)		(93,941	)		16.1
Gross Profit		2,470			83,008			43.2			50,184			65.4
Operating Expenses
General and Administrative Expenses		(215	)		(7,214	)		(3.8	)		(4,573	)		57.8
Selling and Marketing Expenses		(31	)		(1,051	)		(0.5	)		(932	)		12.8
Research and Development Expenses		(266	)		(8,948	)		(4.7	)		(8,657	)		3.4
Total Operating Expenses		(512	)		(17,213	)		(9.0	)		(14,162	)		21.5
Income from Operations		1,958			65,795			34.2			36,022			82.7
Net Non-operating Expenses		14			458			0.2			(2,218	)	-
Investment Income (Loss)		102			3,432			1.8			(344	)	-
Income before Income Tax		2,074			69,685			36.3			33,460			108.3
Income Tax Credit (Expenses)		13			447			0.2			(2,204	)	-
Net Income		2,087			70,132			36.5			31,256			124.4
Diluted Earnings Per Ordinary Share(2)		0.09			3.01						1.33			126.3
Earnings Per ADR(3)		0.45			15.07						6.66
Weighted Average Outstanding Shares (‘M)(4)					23,270						23,331

Note:	(1)	New Taiwan dollars have been translated into U.S. dollars at the weighted average rate of NTD 33.6 per U.S. dollar for the nine months of 2004.
	(2)	EPS calculation for 2003 is after deducting a cash dividend payment on NT$13,000 million of preferred stock paying an annual rate of 3.5% at the period from January 1 to May 29, 2003. The preferred stock was redeemed on May 29, 2003.
	(3)	1 ADR equals 5 ordinary shares.
	(4)	Total weighted average outstanding shares for the nine months ended September 30, 2003, are retroactively adjusted for stock dividends and stock bonus.

Attachment D

TAIWAN SEMICONDUCTOR MANUFACTURING CO., LTD.
UNCONSOLIDATED STATEMENT OF CASH FLOWS
For the Nine Months Ended September 30, 2004
(Figures in Million of New Taiwan Dollars (NTD) and U.S. Dollars (USD))⁽¹⁾

	9 Months 2004						3Q 2004			2Q 2004			3Q 2003
	USD			NTD			NTD			NTD			NTD
Cash Flows from Operating Activities:
Net Income		2,087			70,132			27,933			23,410			15,169
Depreciation & Amortization		1,382			46,457			15,371			15,997			15,450
Investment Loss (Gain) Recognized by Equity Method		(102	)		(3,432	)		(1,378	)		(1,251	)		(361	)
Loss on Property, Plant, Equipment and Idle Assets	-			-			-			-				29
Gain on Sale of Long-Term Investments		0			(2	)	-				(2	)		(66	)
Deferred Income Tax		(26	)		(875	)		46			(567	)		1,539
Changes in Working Capital & Others		(159	)		(5,334	)		(3,813	)		(1,501	)		2,174
Net Cash Provided from Operating Activities		3,182			106,946			38,159			36,086			33,934
Cash Flows from Investing Activities:
Increase in Short-Term Investments		(1,100	)		(36,972	)		(4,929	)		(24,773	)		(8,610	)
Acquisition of Fixed Assets		(1,656	)		(55,650	)		(16,471	)		(22,828	)		(8,208	)
Proceeds from Disposal of Properties		9			310			60			182			26
Decrease (Increase) in Deposit-Out		4			148			(3	)		-			88
Increase in Long-Term Investments		(395	)		(13,282	)		(7,339	)		(5,775	)		(36	)
Proceeds from Sales of Long-Term Investments		0			8			-			8			458
Increase in Deferred Assets		(31	)		(1,053	)		(412	)		(314	)		(1,081	)
Net Cash Used in Investing Activities		(3,169	)		(106,491	)		(29,094	)		(53,500	)		(17,363	)
Cash Flows from Financing Activities:
Decrease in Guarantee Deposits & Others		(7	)		(239	)		(75	)		(57	)		(386	)
Increase in Treasury Stocks		(210	)		(7,060	)	-				(6,583	)	-
Cash Dividend - Common Shares		(362	)		(12,160	)		(12,160	)	-			-
Cash Dividend - Preferred Shares		(5	)		(184	)	-				(184	)	-
Bonus Paid to Employees		(20	)		(682	)		(682	)	-			-
Bonus Paid to Directors and Supervisors		(4	)		(128	)	-				(128	)	-
Net Cash Used in Financing Activities		(608	)		(20,453	)		(12,917	)		(6,952	)		(386	)
Net Increase (Decrease) in Cash and Cash Equivalents		(595	)		(19,998	)		(3,852	)		(24,366	)		16,185
Cash and Cash Equivalents at Beginning of Period		2,925			98,288			82,142			106,508			66,546
Cash and Cash Equivalents at End of Period		2,330			78,290			78,290			82,142			82,731

Note: (1) New Taiwan dollar amounts have been translated into U.S. dollars at the rate of NTD33.6 per U.S. dollar, the weighted average exchange rate for the nine months of 2004.

TSMC 2004 Third Quarter Results Investor Conference October 26th, 2004

Agenda Welcome 2004 3Q Financial Results Lora Ho (unconsolidated) Remarks Morris Chang Q&A

Safe Harbor Notice TSMC's statements of its current expectations are forward- looking statements subject to significant risks and uncertainties and actual results may differ materially from those contained in the forward-looking statements. Information as to those factors that could cause actual results to vary can be found in TSMC's Annual Report on Form 20-F filed with the United States Securities and Exchange Commission (the "SEC") on May 28, 2004, and such other documents as TSMC may file with, or submit to, the SEC from time to time. Except as required by law, we undertake no obligation to update any forward-looking statement, whether as a result of new information, future events, or otherwise.

3Q'04 Result Highlights * Annualized ROE for the quarter.

Income Statement - QoQ Comparison

Income Statement - YoY Comparison

Balance Sheet & Key Indices

Cash Flows

Sales Breakdown by Technology

Sales Breakdown by Application

Sales Breakdown by Geography Note: This chart does not reflect the actual shipment destination of sales.

Sales Breakdown by Customer

Fab Utilization and ASP Trend

Note: 1 Figures represent number of 6" wafers. Conversion to 8"-equivalent wafers is by dividing this number by 1.78. 2 Figures represent number of 12" wafers. Conversion to 8"-equivalent wafers is by multiplying this number by 2.25. Installed Capacity by Fab

Recap of Recent Major Events TSMC was Awarded the 2004 National Invention and Creation Award and the Gold Medal Contribution Award by the Ministry of Economic Affairs Intellectual Property Bureau (2004/10/13) TSMC and Freescale to Jointly Develop Silicon-on-Insulator (SOI) Technology focusing on 65-nm process technology (2004/10/12) TSMC Consistently Selected by Common Wealth Magazine as 'The Most Admired Company' for Eight Consecutive Years (1997-2004) (2004/10/01) TSMC Ships One Million 0.13-Micron Eight Inch Equivalent Wafers (2004/09/20) TSMC Distinguished by the KNOW Network as 'Asia's Most Admired Knowledge Enterprise' in 2004 (2004/09/01) TSMC Filed a Complaint with the US ITC Alleging that SMIC Misappropriated Trade Secrets and Infringed on Patents (2004/08/18) Please visit TSMC's Web site (http://www.tsmc.com) for details and other announcements.

http://www.tsmc.com invest@tsmc.com

4Q04 Guidance Wafer shipments to decrease by a single digit percentage point sequentially; Overall utilization rate to be at mid-80s percentage level; Gross profit margin to be in the range of 42% to 44%; ASP to remain at about the same level sequentially.

http://www.tsmc.com invest@tsmc.com

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.

	Taiwan Semiconductor Manufacturing Company Ltd.
Date:  October 26, 2004		By:	/s/  Lora Ho
			Lora Ho
			Vice President & Chief Financial Officer