UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549


                                 _______________


                                    FORM 8-K


                                 CURRENT REPORT
                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


        Date of report (Date of earliest event reported): August 9, 2006


                       HUNGARIAN TELEPHONE AND CABLE CORP.
               (Exact Name of Registrant as Specified in Charter)


        Delaware                     1-11484                13-3652685
(State or Other Jurisdiction       (Commission             (IRS Employer
     of Incorporation)             File Number)         Identification No.)



                         1201 Third Avenue, Suite #3400
                         Seattle, Washington 98101-3034
                    (Address of Principal Executive Offices)


                                 (206) 654-0204
              (Registrant's telephone number, including area code)


                                 Not applicable
          (Former Name or Former Address, if Changed Since Last Report)

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
    230.425)
[ ] Soliciting material pursuant to Rule 14a - 12 under the Exchange Act (17 CFR
    240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act (17 CFR 240.13e-4(c))




Item 2.02       Results of Operations and Financial Condition*


On August 9, 2006, the Registrant issued a press release announcing its
financial results for the quarter ended June 30, 2006. A copy of the press
release is attached hereto as Exhibit 99.1 and is incorporated herein by
reference.


Item 9.01       Financial Statements and Exhibits


                (d) Exhibits

                    99.1 Press release dated August 9, 2006 announcing the
                    Registrant's financial results for the quarter ended June
                    30, 2006.

* The information furnished under Item 2.02 of this Current Report on Form 8-K,
including the exhibit attached hereto under Item 9.01, shall not be deemed to be
"filed" for the purposes of Section 18 of the Securities Exchange Act of 1934,
as amended (the "Exchange Act") or otherwise subject to the liabilities of that
section, nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933, or the Exchange Act, except as shall be expressly
set forth by specific reference in such filing.

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                                    SIGNATURE


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.


                                     HUNGARIAN TELEPHONE AND CABLE CORP.



Date: August 9, 2006                 By:    /s/ Peter T. Noone
                                            ------------------------------------
                                            Peter T. Noone
                                            General Counsel

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                       HUNGARIAN TELEPHONE AND CABLE CORP.
                                  Exhibit Index



         Exhibit    Description of Document
         Number
          99.1      Press Release dated August 9, 2006 announcing the
                    Registrant's financial results for the quarter ended June
                    30, 2006.


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