6-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934 February 19, 2009

Philippine Long Distance Telephone Company
———————————————————————————————————

(Translation of registrant’s name into English)

Ramon Cojuangco Building
Makati Avenue, Makati City
Philippines

———————————————————————————————————
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:  [x] Form 20-F    [] Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  []

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  []

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    [x] No

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):    n/a 

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, 2007.  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.

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
Date: 02/19/2009	By:	Ma. Lourdes C. Rausa-Chan
	Name:	Ma. Lourdes C. Rausa-Chan
	Title:	SVP and Corporate Secretary

EXHIBIT INDEX

Exhibit No.	Description
99	Copy of the disclosure letter we sent to the Philippine Stock Exchange and the Securities and Exchange Commission regarding a press release entitled “PLDT raises P5 billion for capex financing”.

EX-99 2 exhibit1.htm EX-99

Exhibit 1

February 19, 2009

The Philippine Stock Exchange
4^th Floor PSE Centre
Exchange Road, Ortigas Center
Pasig City

Attention: Atty. Pete M. Malabanan
Head, Disclosure Department

Ladies and Gentlemen:

In compliance with Section 17.1(b) and Section 17.3 of the Securities Regulation Code, we submit herewith a copy of SEC Form 17-C with a copy of a press release attached thereto entitled “PLDT raises P5 billion for capex financing”.

This shall also serve as the disclosure letter for the purpose of complying with the PSE Revised Disclosure Rules.

Respectfully yours,

/s/ Ma. Lourdes C. Rausa-Chan
MA. LOURDES C. RAUSA-CHAN
Corporate Secretary

Page 1 of 6

Exhibit 1

February 19, 2009

SECURITIES & EXCHANGE COMMISSION
Money Market Operations Department
SEC Building, EDSA
Mandaluyong City

Attention		:Director Justina F. Callangan
		Corporations Finance Department
Gentlemen:
Re	:	Philippine Long Distance Telephone Company SEC Registration No. PW-55

In accordance with Section 17.1 (b) of the Securities Regulation Code, we submit herewith three (3) copies of SEC Form 17-C with a copy of a press release attached thereto entitled “PLDT raises P5 billion for capex financing”.

Very truly yours,

/s/ Ma. Lourdes C. Rausa-Chan
MA. LOURDES C. RAUSA-CHAN
Corporate Secretary

Page 2 of 6

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. February 19, 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 registrant as specified in its charter

5.PHILIPPINES 6. _____________ (SEC Use Only)
Province, country or other jurisdiction	Industry Classification Code

of Incorporation

7. 9^th Floor MGO Building

Legaspi corner dela Rosa Streets, Makati City	1200
Address of principal office		Postal Code

8. (632) 816-8553

Registrant’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 SRC

Title of Each Class Number of Shares of Common Stock
Licensed and Amount of Debt Outstanding

Page 3 of 6

Exhibit 1

11. Item 9 – Other Events

Attached hereto is a copy of a press release entitled “PLDT raises P5 billion for capex financing”.

SIGNATURE

Pursuant to the requirements of the Securities Regulation Code, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereto duly authorized.

PHILIPPINE LONG DISTANCE
TELEPHONE COMPANY
/s/ Ma. Lourdes C. Rausa-Chan

MA. LOURDES C. RAUSA-CHAN
Corporate Secretary

Date: February 19, 2009

Page 4 of 6

Exhibit 1

PRESS RELEASE

PLDT raises P5 billion for capex financing

MANILA, Philippines, February 18, 2009 – The Philippine Long Distance Telephone Co. (“PLDT”) today executed a Notes Facility Agreement for 5-year, 7-year and 10-year Fixed Rate Notes (“FXN”) with an aggregate amount of P5 billion arranged by First Metro Investment Corporation (“FMIC”), the investment banking arm of the Metrobank Group.  Due to strong demand from investors, PLDT decided to raise the issue amount to P5 billion from the original target of P3 billion. The 17 participating Lenders were a mix of leading insurance companies, large local commercial, trust and savings banks, and retirement and provident funds.  Proceeds from the facility will be used to finance capital expenditures.

FMIC President Francisco C. Sebastian said: “The FXNs oversubscription is a testament to the strength of the PLDT name. Amidst these very challenging times and as flight to quality remains to be an investor’s utmost concern, this PLDT deal which raised P5 billion in record time is a success by any measure. The mix of participating lenders, and the fact that we saw equally strong interest in the longer tenor with 10-year maturity comparable to the shorter tenors, affirms high investor confidence in PLDT’s future prospects,” Sebastian said. He further added, “First Metro is honoured to be PLDT’s partner, being the sole arranger for this landmark deal.”

PLDT Chairman Manuel V. Pangilinan who was present at the signing said: “We are pleased that there was an enthusiastic response to our fixed rate notes issue, despite the global credit tightening and an increased demand for local funds to serve the requirements of other Philippine corporates. Because of the strong level of interest from investors, the issue size was increased from P3 billion to P5 billion. We are equally pleased that the peso debt market is proving to be a reliable funding source for the PLDT Group during this period, as evidenced by this issue as well as the equally successful P5 billion notes issue of our subsidiary, Smart Communications, Inc., last December 2008. We would like to thank FMIC for arranging this facility, as well as all the participants for their confidence in PLDT.”

XXX
Page 5 of 6

Exhibit 1

About PLDT

PLDT is the leading telecommunications service provider in the Philippines. Through its three principal business groups – wireless, fixed line, and information and communications technology – PLDT offers the largest and most diversified range of telecommunications services across the Philippines’ most extensive fiber optic backbone and wireless, fixed line and satellite networks.

PLDT is listed on the Philippine Stock Exchange (PSE:TEL) and its American Depositary Shares are listed on the New York Stock Exchange (NYSE:PHI). PLDT has one of the largest market capitalizations among Philippine-listed companies.

Further information can be obtained by visiting the web at www.pldt.com.ph.

Contact persons:

Ramon R. Isberto	Horace A. Lavides
PLDT Spokesperson Tel. No.: +63 2 5113101 Fax No.: +63 2 5113100	PLDT Senior Manager Tel. No.: +63 2 8168684 Email: halavides@pldt.com.ph

Page 6 of 6

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

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: February 19, 2009

EX-99

Exhibit 1

February 19, 2009

The Philippine Stock Exchange
4^th Floor PSE Centre
Exchange Road, Ortigas Center
Pasig City

Attention: Atty. Pete M. Malabanan
Head, Disclosure Department

Ladies and Gentlemen:

In compliance with Section 17.1(b) and Section 17.3 of the Securities Regulation Code, we submit herewith a copy of SEC Form 17-C with a copy of a press release attached thereto entitled “PLDT raises P5 billion for capex financing”.

This shall also serve as the disclosure letter for the purpose of complying with the PSE Revised Disclosure Rules.

Respectfully yours,

/s/ Ma. Lourdes C. Rausa-Chan
MA. LOURDES C. RAUSA-CHAN
Corporate Secretary

Page 1 of 6

Exhibit 1

February 19, 2009

SECURITIES & EXCHANGE COMMISSION
Money Market Operations Department
SEC Building, EDSA
Mandaluyong City

Attention		:Director Justina F. Callangan
		Corporations Finance Department
Gentlemen:
Re	:	Philippine Long Distance Telephone Company SEC Registration No. PW-55

In accordance with Section 17.1 (b) of the Securities Regulation Code, we submit herewith three (3) copies of SEC Form 17-C with a copy of a press release attached thereto entitled “PLDT raises P5 billion for capex financing”.

Very truly yours,

/s/ Ma. Lourdes C. Rausa-Chan
MA. LOURDES C. RAUSA-CHAN
Corporate Secretary

Page 2 of 6

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. February 19, 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 registrant as specified in its charter

5.PHILIPPINES 6. _____________ (SEC Use Only)
Province, country or other jurisdiction	Industry Classification Code

of Incorporation

7. 9^th Floor MGO Building

Legaspi corner dela Rosa Streets, Makati City	1200
Address of principal office		Postal Code

8. (632) 816-8553

Registrant’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 SRC

Title of Each Class Number of Shares of Common Stock
Licensed and Amount of Debt Outstanding

Page 3 of 6

Exhibit 1

11. Item 9 – Other Events

Attached hereto is a copy of a press release entitled “PLDT raises P5 billion for capex financing”.

SIGNATURE

Pursuant to the requirements of the Securities Regulation Code, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereto duly authorized.

PHILIPPINE LONG DISTANCE
TELEPHONE COMPANY
/s/ Ma. Lourdes C. Rausa-Chan

MA. LOURDES C. RAUSA-CHAN
Corporate Secretary

Date: February 19, 2009

Page 4 of 6

Exhibit 1

PRESS RELEASE

PLDT raises P5 billion for capex financing

MANILA, Philippines, February 18, 2009 – The Philippine Long Distance Telephone Co. (“PLDT”) today executed a Notes Facility Agreement for 5-year, 7-year and 10-year Fixed Rate Notes (“FXN”) with an aggregate amount of P5 billion arranged by First Metro Investment Corporation (“FMIC”), the investment banking arm of the Metrobank Group.  Due to strong demand from investors, PLDT decided to raise the issue amount to P5 billion from the original target of P3 billion. The 17 participating Lenders were a mix of leading insurance companies, large local commercial, trust and savings banks, and retirement and provident funds.  Proceeds from the facility will be used to finance capital expenditures.

FMIC President Francisco C. Sebastian said: “The FXNs oversubscription is a testament to the strength of the PLDT name. Amidst these very challenging times and as flight to quality remains to be an investor’s utmost concern, this PLDT deal which raised P5 billion in record time is a success by any measure. The mix of participating lenders, and the fact that we saw equally strong interest in the longer tenor with 10-year maturity comparable to the shorter tenors, affirms high investor confidence in PLDT’s future prospects,” Sebastian said. He further added, “First Metro is honoured to be PLDT’s partner, being the sole arranger for this landmark deal.”

PLDT Chairman Manuel V. Pangilinan who was present at the signing said: “We are pleased that there was an enthusiastic response to our fixed rate notes issue, despite the global credit tightening and an increased demand for local funds to serve the requirements of other Philippine corporates. Because of the strong level of interest from investors, the issue size was increased from P3 billion to P5 billion. We are equally pleased that the peso debt market is proving to be a reliable funding source for the PLDT Group during this period, as evidenced by this issue as well as the equally successful P5 billion notes issue of our subsidiary, Smart Communications, Inc., last December 2008. We would like to thank FMIC for arranging this facility, as well as all the participants for their confidence in PLDT.”