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 June 2006

PCCW Limited
(Translation of Registrant’s Name Into English)

39^th Floor, PCCW Tower,
TaiKoo Place, 979 King’s Road
Quarry Bay, Hong Kong
(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 x 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 x

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

PCCW LIMITED

INDEX TO EXHIBIT

Items
1.	Announcement dated June 19, 2006 relating to the possible transaction;
2.	Clarification Announcement dated 20 June 2006; and
3.	Announcement dated June 21, 2006 relating to the possible transaction.

Item

1.	Announcement dated June 22, 2006 relating to a possible acquisition of PCCW Limited’s assets.

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.

	PCCW LIMITED
Dated: June 26, 2006	By: (Sd.) Hubert Chak
Dated: June 27, 2006	By: (Sd.) Hubert Chak
	Name:	Hubert Chak
	Title:	Company Secretary

Item 1

The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

(Incorporated in Hong Kong with limited liability) (Stock Code: 0008) ANNOUNCEMENT

PCCW Limited (the “Company”) refers to its announcements dated 19 June 2006 and 21 June 2006 ~~ANNOUNCEMENT~~confirming non-binding expressions of interest from both Macquarie Bank Limited (“Macquarie”) and TPG Newbridge, each in relation to a possible acquisition of substantially all the telecommunications and media-related assets of the Company.

The Company ~~wishes~~has tonoted ~~announce~~press ~~that~~speculation itconcerning ~~received~~the apossibility ~~non~~of ~~binding~~payment ~~expression~~ of ~~interest~~a onspecial 16dividend ~~June~~by ~~2006~~the ~~from~~Company anshould ~~independent~~the expression ~~third~~of ~~party~~interest infrom ~~relation~~either toMacquarie aor ~~possible~~TPG ~~acquisition~~Newbridge ofproceed ~~substantially all the telecommunications~~ and ~~media~~also ~~related~~that, ~~assets~~following ofany such transaction, the Company. Atmay ~~the~~ultimately ~~request~~be ofprivatised. ~~the~~The Company, ~~trading~~confirms inthat ~~the~~this ~~shares~~information ofis ~~the~~speculative ~~Company~~in onnature. No ~~the~~consideration ~~Stock~~has ~~Exchange~~yet ~~was~~been ~~suspended~~given ~~with~~by ~~effect~~the ~~from~~board ~~9:30~~as ~~a.m.~~to onwhat 19might ~~June~~be ~~2006~~done ~~pending~~with ~~the~~any ~~release~~proceeds of ~~this~~sale ~~announcement.~~of ~~Application~~the ~~has~~telecommunications ~~been~~and ~~made~~media-related byassets of the Company, toor ~~the~~whether ~~Stock~~or ~~Exchange~~not ~~for~~the ~~resumption~~Company ofmight ~~trading~~be inprivatised, ~~the~~if ~~shares~~either inexpression ~~the~~of ~~Company~~interest ~~with~~results ~~effect~~in ~~from 9:30~~ a~~.m.~~ ontransaction ~~20 June 2006~~occurring.

~~PCCW~~The ~~Limited~~Company (has noted other comments in the “press that the board of the Company”) ~~wishes~~will todecide ~~announce~~within ~~that~~10 itdays ~~received~~as ato ~~non~~whether ~~binding~~to ~~expression~~accept or reject the expressions of interest. onAs 16the ~~June~~Company ~~2006~~has ~~from~~already anannounced, ~~independent~~it ~~third~~has ~~party,~~appointed inLehman ~~relation~~Brothers Asia Limited (“Lehman”) to aadvise ~~possible acquisition~~it ofon ~~substantially~~the ~~all~~merits of the ~~telecommunications~~proposals. ~~and~~However, ~~media~~whilst ~~related~~the ~~assets~~board of the Company (expects Lehman to perform its work and provide advice as expeditiously as possible, no time-limit has been set by the ~~“Proposed~~board ~~Transaction”)~~for its consideration and decision-making of either expression of interest.

The Company isalso notes comments in the ~~process~~press ofconcerning ~~evaluating~~ the ~~merits~~consideration. ofThe ~~the~~Company ~~Proposed~~confirms ~~Transaction~~that both Macquarie and ~~believes~~TPG itNewbridge ishave inprovided ~~the~~their ~~best~~non-binding ~~interests~~expressions of ~~the~~interest ~~Company~~on a confidential basis, and ~~its~~the ~~shareholders~~Company asdoes anot ~~whole~~intend to ~~continue~~disclose ~~discussions~~any of the terms of the expressions of interest at in ~~relation~~this stage, particularly as such disclosure may be contrary to the ~~Proposed~~best ~~Transaction~~interest ~~with~~of the ~~independent~~Company ~~third~~and ~~party~~its shareholders.

The possible transaction which has been proposed is an acquisition of the Company’s telecommunications and media related assets by way of an acquisition of assets and shares in certain subsidiaries of the Company. The Proposed Transaction would not involve the acquisition of shares in the Company. Lehman Brothers Asia Limited has been appointed as financial adviser to the Company in relation to the Proposed Transaction.

At this stage, there is no certainty that such discussions (which are necessarily confidential) will or will not result in a transaction by or involving the Company and/or any of its subsidiaries. Further announcements will be made by the Company in relation to the progress of the discussions, as and when appropriate.

In the meantime, shareholders of the Company are advised to exercise caution when dealing in the shares of the Company.

At the request of the Company, trading in the shares on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) was suspended with effect from 9:30 a.m. on 19 June 2006 pending the release of this announcement. Application has been made by the Company to the Stock Exchange for resumption of trading in the shares of the Company with effect from 9:30 a.m. on 20 June 2006.

By the Order of the Board PCCW Limited Hubert Chak Company Secretary

Hong Kong, 19 June 2006

The directors of the Company as at the date of this announcement are as follows:

Executive Directors:

Li Tzar Kai, Richard (Chairman); So Chak Kwong, Jack (Deputy Chairman and Group Managing Director); Peter Anthony Allen; Alexander Anthony Arena; Chung Cho Yee, Mico; Lee Chi Hong, Robert; Dr Fan Xingcha

Non-Executive Directors:

Sir David Ford, KBE, LVO; Zhang Chunjiang; Dr Tian Suning (Deputy Chairman)

Independent Non-Executive Directors:

Prof Chang Hsin-kang; Dr Fung Kwok King, Victor; Dr The Hon Sir Li Kwok Po, David, GBS, OBE, JP; Sir Roger Lobo, CBE, LLD, JP; Aman Mehta; The Hon Raymond George Hardenbergh Seitz

The directors of the Company jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm having made all reasonable inquiries that, to the best of their knowledge, the opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would made any statement in this announcement misleading.

Item 2

(Incorporated in Hong Kong with limited liability) (Stock Code: 0008)

CLARIFICATION ANNOUNCEMENT

PCCW Limited (the “Company”) notes that certain news reports today include details about the estimated consideration for the acquisition of substantially all the telecommunication and media assets of the Company. This information is inaccurate and speculative in nature. Other than the announcement issued by the Company on 19 June 2006, the Company has not authorised statements to be made to the press on this matter and to the best of its knowledge and belief is not aware of any statement made by any representative of the Company to the press which could have formed the original basis of the substance of the press reports. Save for the matters referred to in the 19 June 2006 announcement, the board of the Company confirms that there are no negotiations or agreements relating to intended acquisitions or realisations which are discloseable under rule 13.23, neither is the board aware of other matters discloseable under the general obligation imposed by rule 13.09 which it considers are or may be of a price-sensitive nature.

In the meantime, shareholders of the Company are advised to exercise caution when dealing in the shares of the Company.

By the Order of the Board PCCW Limited Hubert Chak Company Secretary

Hong Kong, 20 June 2006

The directors of the Company as at the date of this announcement are as follows:

Executive Directors:

Non-Executive Directors:

Sir David Ford, KBE, LVO; Zhang Chunjiang; Dr Tian Suning (Deputy Chairman)

Independent Non-Executive Directors:

Prof Chang Hsin-kang; Dr Fung Kwok King, Victor; Dr The Hon Sir Li Kwok Po, David, GBS, OBE, JP; Sir Roger Lobo, CBE, LLD, JP; Aman Mehta; The Hon Raymond George Hardenbergh Seitz

Item 3

(Incorporated in Hong Kong with limited liability) (Stock Code: 0008)

ANNOUNCEMENT

The Company refers to its announcement dated 19 June 2006 that it had received a non binding expression of interest from an independent third party, in relation to a possible acquisition of substantially all the telecommunications and media assets of the Company. The identity of the independent third party referred to in that announcement is Macquarie. The Company also wishes to announce that it received a second non binding expression of interest on 20 June 2006, from TPG Newbridge, also in relation to a possible acquisition of substantially all the telecommunications and media related assets of the Company. At the request of the Company, trading in the shares of the Company on the Stock Exchange was suspended with effect from 9:30 a.m. on 21 June 2006 pending the release of this announcement. Application has been made by the Company to the Stock Exchange for resumption of trading in the shares in the Company with effect from 9:30 a.m. on 22 June 2006.

PCCW Limited (the “Company”) refers to its announcement dated 19 June 2006 that it had received a non binding expression of interest on 16 June 2006 from an independent third party, in relation to a possible acquisition of substantially all the telecommunications and media related assets of the Company. The independent third party referred to in that announcement is Macquarie Bank Limited (“Macquarie”).

The Company also wishes to announce that it received a second non binding expression of interest on 20 June 2006, from TPG Newbridge, also in relation to a possible acquisition of substantially all the telecommunications and media related assets of the Company.

Both expressions of interest are indicative and preliminary in nature and the form which any possible transaction might take, and the means and structure by which it might be implemented, remain to be discussed and determined. The reports of estimated consideration of HK$40 billion and HK$50 billion which appeared in the Hong Kong press recently are inaccurate and speculative in nature. It is not appropriate at this time to disclose the proposed consideration in the absence of the detailed terms of any transaction, which have yet to be formulated.

— 1 —

The Company ~~will~~can ~~evaluate~~confirm ~~the~~that ~~merits~~neither expression of ~~both~~interest ~~possible~~makes ~~acquisitions~~any ~~and~~reference ~~believes~~to itthe isapportionment inof the consideration ~~best~~as ~~interests~~between elements of the ~~Company~~telecommunication and ~~its~~media-related ~~shareholders~~assets asnor ais ~~whole~~there any certainty as to ~~continue~~the ~~discussions~~structure ~~with~~or the ~~potential~~ ~~acquirors~~detailed terms and conditions of any transaction that may or may not result in ~~relation~~due course from either expression of interest. Negotiation as to ~~both~~the ~~possible~~terms ~~acquisitions~~of the expression of interest between the Company and either Macquarie or TPG Newbridge has not yet commenced. ~~The~~As stated in the Company’'s ~~financial~~announcement ~~advisor~~yesterday, ~~Lehman~~it ~~Brothers~~is ~~Asia~~not appropriate ~~Limited~~ at this time to disclose the proposed consideration in the absence of the detailed terms of any transactions, ~~will~~which ~~review~~have yet to be formulated. Given the ~~merits~~complexities of ~~both~~a ~~proposals~~transaction of this nature, the consideration is a function of many variables that have yet to be clarified including the precise nature of assets involved, the conditionality of various elements of the transaction, and ~~advise~~the inclusion or exclusion of certain debt. Shareholders and the investing public are therefore advised to exercise extreme caution when seeking to speculate upon, or evaluate press or market speculation as to, the respective financial benefits to the Company ~~accordingly~~or individual shareholders of either expression of interest.

The Company has and will continue to use its utmost best efforts to ensure that no information relating to either expression of interest is released other than through (1) formal announcements or In(2) ~~each~~press ~~case~~statements which do no more in substance than repeat the contents of such formal announcements. Accordingly, shareholders and the ~~possible~~investing ~~transaction~~public ~~which~~should exercise extreme caution when evaluating what purports to be information emanating from the Company, directly or indirectly, if such information goes beyond what has been ~~proposed~~set isout anin ~~acquisition~~the ofCompany's formal announcements. Other than the Company’'s ~~telecommunications~~formal announcements dated 19, 20 and ~~media~~21 ~~assets~~June 2006 and press statements based on these announcements, ~~together~~the ~~with~~Company ahas ~~transfer~~not ofauthorised other statements to be made to the ~~employees~~press on this matter. Save for the matters referred to in those formal announcements and ~~staff~~this announcement, the board of the ~~businesses~~Company confirms that there are no negotiations or agreements relating to intended beacquisitions ~~acquired,~~or ~~and~~realizations ~~would~~which ~~not~~are ~~involve~~discloseable under rule 13.23, neither is the ~~acquisition~~board aware of ~~shares~~other inmatters discloseable under the ~~Company~~general obligation imposed by rule 13.09 which it considers are or may be of a price-sensitive nature.

At this stage, there is no certainty that the discussions with either Macquarie or TPG Newbridge will or will not result in a transaction by or involving the Company and/or any of its subsidiaries. Further announcements will be made by the Company in relation to the progress of the discussions, as and when appropriate.

In the meantime, shareholders of the Company are advised to exercise caution when dealing in the shares of the Company.

As referred to above, each expression of interest is indicative and preliminary in nature and the structure of any possible transaction remains to be discussed and determined. As disclosed on page 12 of the Company’s shareholders circular dated 14 February 2005:

(a)

The Company would need to obtain the consent of China Network Communications Group Corporation (“China Netcom”) under the Subscription Agreement dated 19 January 2005 described in that shareholders’ circular, if the Company were to seek to dispose of more than 10% of the voting interest of the Company and its subsidiaries (the “Group”) in PCCW-HKT Telephone Limited or more than 25% of the Group’s voting interest in PCCW VOD Limited (which has subsequently been renamed PCCW Media Limited), such consent not to be unreasonably withheld or delayed.

(b)

Where the Group is considering any disposal of other assets and such disposal will require a circular to be issued to the Company’s shareholders under the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”), the directors of the Company nominated by China Netcom must be consulted in advance.

The Company and its subsidiaries are principally engaged in the provision of local, mobile and international telecommunications services, internet and interactive multimedia services, the sale and rental of telecommunications equipment, and the provision of computer, engineering and other technical services, mainly in Hong Kong; investment in, and development of, systems integration and technology-related businesses; and investment in, and development of, infrastructure and properties in Hong Kong and in the People’s Republic of China. The principal business of PCCW-HKT Telephone Limited is the provision of telecommunications services. The principal business of PCCW Media Limited is the provision of pay television programme services and interactive multimedia services.

— 2 —

At the request of the Company, trading in the shares of the Company on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) was suspended with effect from 910:3007 a.m. on 22 21 June 2006 pending the release of this announcement. The Company had intended that trading should be fully resumed today without interruption. However, following a review of the extensive press coverage of the matter and in order to clarify certain price sensitive information and having regard to the nature and extent of the speculation contained in that press coverage, the Company considered it prudent to request a further suspension of trading in its shares pending clarification of the matters referred to in this announcement. Application has been made by the Company to the Stock Exchange for resumption of trading in the shares ofin the Company with effect from 9:30 a.m. on 2223 June 2006.

By the Order of the Board PCCW Limited Hubert Chak Company Secretary

		By Order of the Board
		PCCW Limited
		Hubert Chak
		Company Secretary

Hong Kong, 22 June 2006

Hong Kong, 21 June 2006

The directors of the Company as at the date of this announcement are as follows:

Executive Directors:

Non-Executive Directors:

Sir David Ford, KBE, LVO; Zhang Chunjiang; Dr Tian Suning (Deputy Chairman)

Independent Non-Executive Directors:

Prof Chang Hsin-kang; Dr Fung Kwok King, Victor; Dr The Hon Sir Li Kwok Po, David, GBS, OBE, JP; Sir Roger Lobo, CBE, LLD, JP; Aman Mehta; The Hon Raymond George Hardenbergh Seitz

— 3 —

Filing Compare · PCCW LTD