UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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): January 4, 2007
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 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 5.02 Departure of Directors or Principal Officers; Election of Directors;
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Appointment of Principal Officers; Compensatory Arrangements of Certain Officers
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(b) Resignation of Director
On January 4, 2007, Jesper Helmuth Larsen resigned as a director of Hungarian
Telephone and Cable Corp. Mr. Larsen will be replaced on the audit committee by
Carsten Dyrup Revsbech.
(d) Election of Director
On January 4, 2007, the Board of Directors of Hungarian Telephone and Cable
Corp. elected Robert Dogonowski to its Board of Directors to fill the vacancy on
the Board of Directors created by the resignation of Jesper Helmuth Larsen. Mr.
Dogonowski is an officer of TDC A/S ("TDC"). TDC owns 62% of Hungarian Telephone
and Cable Corp.'s outstanding common stock. Mr. Dogonowski was elected at the
request of TDC to replace Mr. Larsen. Mr. Larsen is also an officer of TDC.
Item 9.01 Financial Statements and Exhibits
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(d) Exhibits
99.1 Press release dated January 5, 2007 announcing the election
of a director to Hungarian Telephone and Cable Corp.'s Board of
Directors
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: January 5, 2007 By: /s/ Peter T. Noone
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Peter T. Noone
General Counsel
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HUNGARIAN TELEPHONE AND CABLE CORP.
Exhibit Index
Exhibit Number Description of Document
99.1 Press Release dated January 5, 2007 announcing the
election of a director to Hungarian Telephone and
Cable Corp's Board of Directors
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