SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF THE

SECURITIES EXCHANGE ACTS OF 1934

FOR THE MONTH OF ~~NOVEMBER~~JANUARY ~~2007~~, 2008

PSi TECHNOLOGIES HOLDINGS, INC.

(Exact name of Registrant as specified in its Charter)

NOT APPLICABLE

(Translation of Registrant’s name into English)

Electronics Avenue

FTI Industrial Complex

Taguig, Metro Manila 1604, Philippines

(Address of Registrant’s principal executive offices)

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

Form 20-F X x Form 40-F

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 No Xx

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

LOGO

PSi Technologies Holdings, Inc.

Third Quarter 2007 Results

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, each Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: ~~NOVEMBER~~JANUARY 718, ~~2007~~2008


PSi TECHNOLOGIES HOLDINGS, INC.

By:		/s/ Arthur J. Young, Jr.
		Arthur J. Young, Jr.
		President and Chief Executive Officer

LOGO

PSi Technologies ~~Holdings,~~Announces ~~Inc~~Appointments of George J. Shaw as Chief Operating Officer and Executive Vice President and Rodger K. Fujinaga as Vice President, Marketing and Sales – North America and Japan

~~Third~~South ~~Quarter~~San ~~2007~~Francisco, ~~Results~~CA and Manila, Philippines – January 18, 2008 – PSi Technologies Holdings, Inc., (NASDAQ: PSIT), a leading independent provider of assembly and test services for the power semiconductor market, announced today the appointments of George J. Shaw as Chief Operating Officer and Executive Vice President and Rodger K. Fujinaga as Vice President, Marketing and Sales – North America and Japan.

~~PSi~~George ~~TECHNOLOGIES~~Shaw ~~REPORTS~~is ~~THIRD~~an industry ~~QUARTER~~veteran ~~2007~~with ~~RESULTS~~over 30 years of general management and technical experience, half of this in factory operations in six different countries in Asia and North America. His prior industry experience includes responsibilities at ASAT Ltd. in Hong Kong as Senior Vice President Operations, at AIT (Hong Kong) Ltd. as Senior Vice President, at Amkor Technology as Senior Vice President of Process Engineering, and at National Semiconductor Corporation as Vice President of Package Engineering and as Managing Director of its Bangkok and Indonesia facilities.

~~Manila,~~Mr. Shaw ~~Philippines~~has –demonstrated ~~November 7,~~successful ~~2007~~management –of ~~PSi~~multidisciplinary ~~Technologies~~engineering ~~Holdings,~~and manufacturing ~~Inc.,~~organizations ~~(NASDAQ:~~in ~~PSIT),~~both alarge ~~leading~~multinational ~~independent~~and ~~provider~~small ofstart-up ~~assembly~~company ~~and~~environments, ~~test services~~consistently ~~for~~achieving significant performance improvement in the ~~power~~organizations ~~semiconductor~~he ~~market,~~has ~~today~~led. ~~announced~~Mr. Shaw ~~financial~~has ~~results~~a ~~for~~B.S. ~~the~~degree ~~third~~in ~~quarter~~Mechanical ~~ended~~Engineering from ~~September 30~~California Polytechnic State University, ~~2007:~~San Luis Obispo.

~~Third~~Mr. Fujinaga ~~Quarter~~has over 20 years of experience in the semiconductor industry, ~~Financial~~specializing ~~Results~~in Marketing and Sales, Business Development and Account Management. In the past, he has been President for the Americas/Vice President of Sales for AIT, Inc., Vice President for Amkor Technology, Inc., and General Manager, Microtech Division for ROHM. Mr. Fujinaga holds a Business Administration – Marketing degree from the San Francisco State University.

~~The~~Messrs. ~~third~~Shaw ~~quarter~~and Fujinaga ~~revenue~~will ~~totaled~~be ~~$22.5~~directly ~~million~~reporting to the Chairman and CEO, ~~relatively~~Arthur ~~unchanged~~J. ~~compared~~Young, toJr. ~~$22~~Mr.7 Shaw ~~million~~will be based in the ~~previous quarter~~Philippines, ~~and~~overseeing ~~a decline~~the operations of ~~6.4%~~Taguig ~~compared~~and toLaguna ~~the~~plants, ~~same~~while ~~quarter~~Mr. Fujinaga will be based in ~~2006~~California.

~~The~~“With ~~company~~their ~~continues~~extensive toindustry experience ~~the~~and ~~softness~~leadership inskills, George Shaw and Rodger Fujinaga will be significant additions to the ~~power~~management ~~semiconductors~~team ~~market~~of asPSi. We expect that their future contributions will further propel PSi to a ~~result~~higher level of ~~inventory~~ ~~adjustments.~~market Inleadership ~~particular~~in our segment, ~~the~~by ~~third~~growing ~~quarter~~our ~~volume~~revenue ofbase ~~the~~and ~~package~~enhancing ~~used~~our incompetitive ~~appliances~~edge, ~~has~~thus ~~significantly~~improving ~~dropped~~shareholder ~~compared~~value,” tosaid ~~the~~Arthur ~~previous~~J. ~~quarter~~Young, Jr., Chairman and CEO.

LOGO

~~The~~About ~~top~~PSi ~~five customers for the third quarter of 2007(in alphabetical order) were Infineon~~ Technologies, ~~NXP Semiconductors~~Holdings, ~~ON Semiconductors, Power Integrations, and ST Microelectronics~~Inc. The products assembled and tested for these customers are used in various end user applications, such as, automotive systems, consumer electronics, communications equipment, industrial applications, home appliances and PC motherboards. As in the prior quarter, PSi continues to focus on developing strategic partnerships with new customers, particularly for its new package family of Power QFN.

~~The~~PSi ~~cost~~Technologies ofis ~~sales~~an ~~improved~~independent ~~from~~semiconductor ~~$18.8~~assembly ~~million in~~and ~~the~~test ~~second~~service ~~quarter~~provider offocused ~~2007~~on ~~to $18.2 million in~~ the ~~third~~power ~~quarter,~~semiconductor ~~largely~~market. ~~due~~The toCompany ~~the~~provides ~~cost~~comprehensive ~~reduction~~package ~~programs~~design, ~~covering~~assembly ~~raw materials usage~~ and ~~efficiency~~test inservices ~~manpower~~for ~~management~~power semiconductors ~~leading~~used toin ~~productivity~~telecommunications ~~gains.~~and ~~Furthermore~~networking systems, ~~the~~computers ~~company~~and ~~realized~~computer ~~the benefit~~peripherals, ofconsumer ~~its~~electronics, ~~efforts~~electronic tooffice ~~move~~equipment, ~~its~~automotive ~~product~~systems ~~portfolio~~and ~~towards~~industrial ~~higher contribution packages~~products. AsPSi’s acustomers ~~result,~~include ~~gross~~most ~~profit~~of ~~increased~~the bymajor ~~42.1%~~power semiconductor ~~from~~manufacturers ~~$0.8 million~~ in the ~~second~~world ~~quarter~~such toas ~~$1.2~~Infineon ~~million~~Technologies, inON ~~the~~Semiconductor, ~~third~~NXP ~~quarter~~Semiconductor ofand ~~2007~~ST Microelectronics.

~~Net~~For ~~other~~more ~~expenses for the third quarter improved to $0.9 million from $1.3 million during the previous quarter. This reduction in net other expenses is attributable to~~information, ~~lower~~visit ~~foreign exchange losses resulting from~~ the ~~slowdown~~Company’s onweb ~~the~~site ~~rate~~at ~~of appreciation of the Philippine currency against the U~~www.Spsitechnolologies.com ~~dollar~~or incall: ~~the third quarter as compared to previous quarter and lower interest and bank charges, partly offset by additional legal fees resulting from the closure of China operations.~~

~~Overall,~~Larry ~~the improvement in gross profit by 42~~V.1% ~~and~~Cajucom, ~~reduction of net other expenses by 29% for the third quarter resulted to an improvement in net loss by 20~~Jr.9%Chief ~~and~~Financial aOfficer ~~18.6% increase in EBITDA, compared to the second quarter of 2007.~~

PSi Technologies ~~Holdings~~, Inc.

~~Third~~Telephone ~~Quarter~~No.: ~~2007~~(632) 838 ~~Results~~4489

~~Year~~Fax ToNo. ~~Date~~: ~~Financial~~(632) 838 ~~Results~~4637

~~Sales~~Email: ~~revenue for the first nine months of 2007 was $69~~lvcajucomjr@psitechnologies.~~9 million, representing an increase of 8~~com.~~0% over sales revenue of $64.7 million for the same period last year. 2006 results exclude sales revenue of $2.2 million~~ph ~~generated by the now-closed China operations.~~

~~Through~~Lasse ~~the~~Glassen first nine months of 2007, the continued appreciation of the Philippine currency against the U.S. dollar and the increase in copper prices in the first nine months of 2007 as against the same period of 2006 has negatively affected gross profit and EBITDA. Comparing the same periods of 2007 and 2006, the Philippine peso, on the average, has appreciated by 9%. The copper prices have increased by an average of 30%, from $5.3/kg to $6.89/kg, for the first nine months of 2006 and 2007, respectively. The impact of these external factors was partly reduced through management focus on, and execution of, cost reduction initiatives and productivity improvement programs across the two assembly and test sites. Moreover, the company was able to obtain agreements with its major customers that enabled the company to pass through increased copper prices to customers beginning in the latter part of third quarter 2007.

~~With~~Financial ~~the~~Relations ~~appreciation~~Board of the Philippine peso and the increase in copper prices offset by the cost initiatives, productivity programs and the copper price pass-through, gross profit for the first nine months of 2007 was $3.3 million, down from $4.1 million in the same period of 2006. Similarly, EBITDA was down from $8.3 million to $6.4 million, for the first nine months of 2006 and 2007, respectively.

~~Balance~~Telephone ~~Sheet~~No.: ~~Highlights~~1 (213) 486 6546

~~Third~~Email ~~quarter~~: ~~2007 ending cash balance improved by 80%, from $3~~lglassen@frbir.~~3 million in December 2006 to $5.9 million in September 2007. The net increase in cash can be largely~~com ~~attributed to improved collections and a prepayment from a customer, offset by reduction in liabilities and acquisition of machineries.~~

~~New~~Safe ~~acquisitions in~~Harbor ~~property,~~Statement plant and equipment totaled $1.9 million for the first nine months of 2007. These expenditures are mostly related to the purchase of machineries and equipment to improve capacity and support ramp up for new products.

~~Total~~This ~~current~~press release ~~liabilities~~contains ~~decreased~~forward-looking bystatements $5that involve risks and uncertainties.5 ~~million,~~Actual ~~from~~outcomes ~~$37~~may differ materially.8 ~~million~~Factors inthat ~~December~~might ~~2006~~cause toa ~~$32.3~~difference ~~million~~include, inbut ~~September~~are ~~2007~~not limited to, ~~mainly~~those ~~due~~relating to ~~payment~~the pace of ~~trade~~development and ~~capital~~market ~~liabilities.~~acceptance ~~The~~of ~~prepayment~~PSi’s ~~from~~products aand ~~customer~~the power semiconductor market generally, ~~$1.3~~commercialization ~~million~~and astechnological ofdelays ~~September~~or ~~2007~~difficulties, ~~effectively~~the ~~booked~~impact competitive and technologies, competitive pricing pressures, manufacturing risk, the ~~production~~possibility of ~~line~~our ~~for~~products ~~current~~infringing patents and ~~future~~other ~~loadings~~intellectual property of third parties, product defects, cost of product development, manufacturing and government

LOGO

~~Noncurrent~~ regulation, ~~liabilities~~risk ~~account~~inherent ~~includes~~in ~~the~~emerging ~~carrying~~markets, ~~amount~~including ofbut ~~$5.9~~not ~~million~~limited ~~Exchangeable~~to, ~~Notes~~currency ~~issued~~volatility inand ~~July~~depreciation, ~~2003~~restricted ~~and~~access ~~June~~to ~~2005~~financing, ~~net~~and political ofand ~~discount~~social ~~representing~~unrest. PSi undertakes no responsibility to update these forward-looking statements to reflect events or circumstances after the ~~embedded~~date ~~conversion~~hereof. ~~feature~~More ofdetailed information about potential factors that could affects PSi’s financial results is included in the ~~Note~~documents PSi files from time to time with the Securities and Exchange Commission.

Business Outlook

Arthur J. Young, Jr., Chairman and CEO said, “During the third quarter we had to contend with rapidly-changing business demand that affected the semiconductor value chain. A couple of PSi customers had dramatic net reductions in volume, which affected our own loading requirements. To avert further negative financial impact, we were able to move our assembly and test lines to

PSi Technologies Holdings, Inc.

Third Quarter 2007 Results

higher-contribution margin packages and execute on our cost and productivity initiatives. We anticipate that our particular market will strengthen and will be back to single digit growth in the fourth quarter of 2007. We see the Philippine peso further appreciating in the fourth quarter of 2007, the effect of which we will continue to address.”

Gordon J. Stevenson, EVP and COO remarked, “During 2007 we have made significant strides forward with respect to embedding continuous improvement activities in both of our manufacturing sites and have sustained our cost reduction drive considered essential towards combating the appreciating peso and increased copper prices. Our ‘Quality First’ strategy continues to yield breakthrough performance with numerous key customers viewing PSi as a preferred supplier and either now starting to shift their demand to PSi or increasing the current load to our Philippine manufacturing facilities. While opportunities remain, these factors combined are assisting greatly the overall PSi financial performance and are enabling us to lay a much more competitive foundation in preparation for an improved stronger semiconductor market.”

About PSi Technologies

PSi Technologies is a focused independent semiconductor assembly and test service provider to the power semiconductor market. The Company provides comprehensive package design, assembly and test services for power semiconductors used in telecommunications and networking systems, computers and computer peripherals, consumer electronics, electronic office equipment, automotive systems and industrial products. Their customers include most of the major power semiconductor manufacturers in the world such as Infineon Technologies, ON Semiconductor, Philips Semiconductor, and ST Microelectronics. For more information, visit the Company’s web site at www.psitechnologies.com or call:

At PSi Technologies Holdings, Inc.: Larry Cajucom (632) 838 4489 hvcajucomjr@psitechnologies.com.ph At Financial Relations Board: Lasse Glassen (213) 486 6546 lglassen@financialrelationsboard.com

This press release contains forward-looking statements that involve risks and uncertainties. Actual results and outcomes may differ materially. Factors that might cause a difference include, but are not limited to, those relating to the pace of development and market acceptance of PSi’s products and the power semiconductor market generally, commercialization and technological delays or difficulties, the impact of competitive products and technologies, competitive pricing pressures, manufacturing risks, the possibility of our products infringing patents and other intellectual property of third parties, product defects, costs of product development, manufacturing and government regulation, risks inherent in emerging markets, including but not limited to, currency volatility and depreciation, restricted access to financing and political and social unrest and the possibility that the initiatives described herein may not produce the intended results. PSi undertakes no responsibility to update these forward-looking statements to reflect events or

PSi Technologies Holdings, Inc.

Third Quarter 2007 Results

circumstances after the date hereof. More detailed information about potential factors that could affect PSi’s financial results is included in the documents PSi files from time to time with the Securities and Exchange Commission.

-Financial Tables Follow-

PSi Technologies Holdings, Inc.

Third Quarter 2007 Results

PSi Technologies Holdings, Inc.

Unaudited Income Statement

(In US Dollars)

	For the Three Months Ended									For the Nine Months Ended
	30-Sep-07			30-Jun-07			30-Sep-06			30-Sep-07			30-Sep-06
	Unaudited			Unaudited			Unaudited			Unaudited			Unaudited
REVENUES	$	22,502,430		$	22,675,639		$	24,052,713		$	69,856,734		$	64,666,457
COST OF SALES		18,205,792			18,818,243			18,556,448			57,093,931			50,474,809
DEPRECIATION		3,129,672			3,036,396			3,634,203			9,462,144			10,136,943
GROSS PROFIT (LOSS)		1,166,966			821,000			1,862,062			3,300,659			4,054,706
OPERATING EXPENSES
Research and development		308,405			274,256			306,288			834,460			822,173
Stock compensation cost		44,943			29,227			28,715			103,396			128,695
Administrative expenses		1,787,967			1,660,905			1,672,073			5,096,877			4,752,905
Marketing expenses		223,628			225,038			187,035			678,141			521,516
Total Operating Expenses		2,364,943			2,189,426			2,194,111			6,712,874			6,225,288
LOSS FROM OPERATIONS		(1,197,977	)		(1,368,426	)		(332,049	)		(3,412,215	)		(2,170,582	)
Interest and bank charges-net		(262,954	)		(336,662	)		(217,845	)		(852,280	)		(717,821	)
Foreign exchange gains(losses)-net		(123,317	)		(472,747	)		(228,673	)		(729,097	)		(344,552	)
Lease income		41,370			41,370			28,920			124,110			—
Exchangeable Note interest and financing charges		(638,130	)		(612,979	)		(595,280	)		(1,868,038	)		(1,718,306	)
Loss on discontinued operation and special charges		(23,904	)		—			—			(23,904	)		(1,078,491	)
Miscellaneous		57,355			35,267			(2,303	)		105,606			2,553
Net Other Expense		(949,580	)		(1,345,751	)		(1,015,181	)		(3,243,603	)		(3,856,616	)
NET LOSS	$	(2,147,557	)	$	(2,714,177	)	$	(1,347,230	)	$	(6,655,818	)	$	(6,027,198	)
EBITDA	$	2,105,304		$	1,775,815		$	3,259,133		$	6,439,769		$	8,327,655
No. of Shares Outstanding		13,289,525			13,289,525			13,289,525			13,289,525			13,289,525
EPS- based on Outstanding Shares		(0.16	)		(0.20	)		(0.10	)		(0.50	)		(0.45	)

PSi Technologies Holdings, Inc.

Third Quarter 2007 Results

PSi Technologies Holdings, Inc.

Unaudited Consolidated Balance Sheet

(In US Dollars)

	30-Sep-07			31-Dec-06
	Unaudited			Audited
ASSETS
Current Assets
Cash	$	5,942,598		$	3,270,042
Restricted Cash		—			102,969
Accounts receivable-net		10,848,821			14,643,596
Inventories-net		4,490,719			5,901,366
Other current assets-net		1,073,853			482,629
Total Current Assets		22,355,991			24,400,602
Noncurrent Assets
Property, plant and equipment-net		28,169,527			36,099,471
Other noncurrent assets-net		1,309,618			1,277,391
Total Noncurrent Assets		29,479,145			37,376,862
	$	51,835,136		$	61,777,464
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable and accrued expenses	$	20,327,327		$	24,604,664
Accounts payable CAPEX		354,802			2,509,204
Loans Payable		10,250,000			10,524,743
Advance from customer		1,346,244			—
Trust receipts payable		60,240			39,998
Income tax payable		—			114,773
Total Current Liabilities		32,338,613			37,793,382
Noncurrent Liabilities
Exchangeable Note		5,904,433			4,541,506
Accrued retirement benefit cost		3,794,777			3,092,841
Total Noncurrent Liabilities		9,699,210			7,634,347
Stockholders' Equity
Capital stock-Philippine peso 1-2/3 par value Authorized-37,058,100 shares Issued and outstanding-13,289,525 shares		590,818			590,818
Additional paid-in capital		79,647,982			79,544,586
Other comprehensive loss		(2,055,236	)		(2,055,236	)
Deficit		(68,386,251	)		(61,730,433	)
Total Stockholders' Equity		9,797,313			16,349,735
	$	51,835,136		$	61,777,464

PSi Technologies Holdings, Inc.

Third Quarter 2007 Results

PSi Technologies Holdings, Inc

Unaudited Consolidated Statement of Cash Flows

(In US Dollars)

	For the Nine MonthsEnded September 30, 2007
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(6,655,818	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation		9,784,412
Interest on exchangeable notes converted to principal		649,604
Stock compensation costs		103,396
Amortization of debt issuance costs and discount		727,914
Accretion of interest receivable from sale of land, building and improvements		(30,281	)
Accretion of interest receivable from Manila Electric Company		(26,668	)
Provision for pension expense		586,960
Provision for inventory losses		4,395
Provision for doubtful accounts		10,599
Changes in operating assets and liabilities:
Decrease (increase) in:
Trade and other receivables		3,747,069
Inventories		1,387,569
Other current assets		(591,225	)
Decrease in trade and other payables		(6,786,337	)
Net cash provided by (used in) operating activities		2,911,589
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisitions of property and equipment		(1,540,684	)
Decrease (increase) in other noncurrent assets		(46,817	)
Net cash used in investing activities		(1,587,501	)
CASH FLOWS FROM FINANCING ACTIVITIES
Net proceeds from (payments of) trust receipts payable		20,242
Net proceeds from (payments of) loans payable		(274,743	)
Advance from customer		1,500,000
Decrease in restricted cash		102,969
Net cash provided by financing activities		1,348,468
NET INCREASE (DECREASE) IN CASH		2,672,556
CASH, BEGINNING OF PERIOD		3,270,042
CASH, END OF PERIOD	$	5,942,598
SUPPLEMENTAL INFORMATION ON NONCASH INVESTING AND FINANCING ACTIVITIES
Property and equipment acquired on account under accounts payable	$	354,802

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