SEC Info℠

Home

Search

My Interests

Help

Sign In

Please Sign In

Nippon Telegraph & Telephone Corp – ‘6-K’ for 8/2/07

On:  Thursday, 8/2/07, at 7:09am ET   ·   For:  8/2/07   ·   Accession #:  1193125-7-168796   ·   File #:  1-08910

Previous ‘6-K’:  ‘6-K’ on / for 6/28/07   ·   Next:  ‘6-K’ on / for 10/24/07   ·   Latest:  ‘6-K’ on / for 4/2/18

in

this entire Filing. an “Entity” Search.

Show

Documents searched

and

each “hit”. the 1st “hit”.

↓↑Hints

 Text Wildcards:  ? (any letter/digit),  * (many).  Search Logic:  for Documents:  & (and),  | (or);  for Text:  | (anywhere),  "(&)" (near).  Details... 

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 8/02/07  Nippon Telegraph & Telephone Corp 6-K         8/02/07    1:2.8M                                   RR Donnelley/FA

Document/Exhibit                   Description                      Pages   Size 

 1: 6-K         Report of a Foreign Private Issuer                  HTML   1.50M 

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 Act of 1934

For the month of August 2007

NIPPON TELEGRAPH AND TELEPHONE CORPORATION

(Translation of registrant’s name into English)

3-1, OTEMACHI 2-CHOME

CHIYODA-KU, TOKYO 100-8116 JAPAN

(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  ¨

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  x

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

ANNOUNCEMENT OF FINANCIAL RESULTS FOR THE THREE MONTHS ENDED JUNE 30, 2007

On August 2, 2007, the registrant filed with the Tokyo Stock Exchange and other stock exchanges in Japan information as to the registrant’s financial condition and results of operations at and for the three months ended June 30, 2007. Attached hereto is a copy of the press release, dated August 2, 2007, pertaining to such financial condition and results of operations, as well as forecasts for the registrant’s operations for the fiscal year ending March 31, 2008. The consolidated financial information of the registrant in the press release was prepared on the basis of accounting principles generally accepted in the United States. The non-consolidated financial information of the registrant and that of each of the registrant’s three wholly-owned subsidiaries, Nippon Telegraph and Telephone East Corporation, Nippon Telegraph and Telephone West Corporation and NTT Communications Corporation, was prepared on the basis of accounting principles generally accepted in Japan. The financial information for the three months ended June 30, 2007 in the press release is unaudited.

The earnings projections of the registrant and its subsidiaries for the fiscal year ending March 31, 2008 included in the press release contain forward-looking statements. The registrant desires to qualify for the “safe-harbor” provisions of the Private Securities Litigation Reform Act of 1995, and consequently is hereby filing cautionary statements identifying important factors that could cause the registrant’s actual results to differ materially from those set forth in the attachment.

The registrant’s earnings projections are based on a series of assumptions, projections, estimates, judgments and beliefs of the management of the registrant in light of information currently available to it regarding the economy and the telecommunications industry in Japan in general. The projections and estimates regarding the telecommunications industry may be affected by the registrant’s future business operations, the state of the economy in Japan and abroad, possible fluctuations in the securities markets, the pricing of services, the effects of competition, the performance of new products, services and new businesses, changes to laws and regulations affecting the telecommunications industry in Japan and elsewhere, other changes in circumstances that could cause actual results to differ materially from these forecasts, and the risk factors set forth in the registrant’s various filings with the Securities and Exchange Commission, including its most recently filed Annual Report on Form 20-F.

No assurance can be given that the registrant’s actual results will not vary significantly from the projected earnings.

The attached press release is a translation of the Japanese original. The Japanese original is authoritative.

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.

Date: August 2, 2007

Name of registrant: Nippon Telegraph and Telephone Corporation

Code No.: 9432 (URL http://www.ntt.co.jp/ir/)

Stock exchanges on which the Company’s shares are listed: Tokyo, Osaka, Nagoya, Fukuoka and Sapporo

Representative: Satoshi Miura, President

Contact: Koji Ito, Head of IR, Finance and Accounting Department/ TEL(03)5205-5581

Amounts are rounded off to nearest million yen.

(1) Consolidated Results of Operations

(2) Consolidated Financial Position

(3) Consolidated Cash Flows

* Consolidated financial statements are unaudited.

-1-

Income taxes are calculated using an estimated annual income tax rate based on the statutory tax rate.

(Reference) Non-Consolidated Financial Results

Amounts are rounded off per 1 million yen.

Note: Percentages above represent changes from the corresponding previous period.

*Non-consolidated financial statements are unaudited.

-2-

Operating revenues totaled ¥2,585.3 billion, a decline of ¥38.7 billion from the corresponding period in the previous year (down 1.5% from the corresponding period in the previous year). Although voice-related revenues continued to decline, IP-related revenues increased as active marketing of B FLET’S and optical telephone services resulted in further progress in the customer shift to IP services, and system integration revenues also continued to grow. As a result, excluding the approximately ¥30 billion one-time increase in revenue that NTT DoCoMo, Inc. recorded during the corresponding period in the previous fiscal year representing an estimated amount for expired minutes under its “two-month rollover (Nikagetsu Kurikoshi)” plan, operating revenues remained only slightly short of prior-year levels.

Operating expenses were ¥2,286.0 billion, an increase of ¥21.2 billion from the corresponding period in the previous year (up 0.9% from the corresponding period in the previous year). This increase is due primarily to the fact that, despite efforts to reduce operating expenses, mostly in the fixed-line communications segment, costs linked to increases in handset sales and costs associated with various measures in the mobile communications segment both increased, as did costs associated with increased sales in systems integration.

As a result, operating income totaled ¥299.2 billion (down 16.7% from the corresponding period in the previous year), and income before income taxes totaled ¥312.9 billion (down 13.1% from the corresponding period in the previous year), declining ¥59.9 billion and ¥47.4 billion, respectively. Net income increased ¥4.9 billion to ¥149.6 billion (up 3.4% from the corresponding period in the previous year), due in part to a decline in income taxes (recorded as a decline in deferred tax liabilities) resulting from share repurchases by NTT DoCoMo, Inc.

On April 17, 2007, the NTT Kosei-Nenkin-Kikin (“NTT Plan”), in which NTT and some domestic affiliates participate, filed a request with the Minister of Health, Labor and Welfare under the Defined-Benefit Corporate Pension Law to be relieved of the obligations related to past services to disburse NTT Plan benefits covering the substitutional portion. Approval was granted on July 1, 2007.

Though under U.S. GAAP, on a consolidated basis, gain or loss on transfer of such portion of the NTT Plan will be recognized when the entire transfer of benefit obligations and related plan assets has been completed, pursuant to Article 24-5 Paragraph 4 of the Securities and Exchange Law and the provisions of Article 19, Paragraph 2, Item 19 of Cabinet Office Ordinance Concerning Corporate Disclosures, an extraordinary report on the transfer of the substitutional portion of the NTT Plan was submitted to the Kanto Local Finance Bureau on August 2, 2007. For more information, please see page10 (consolidated) and page 17 (non-consolidated).

Based on preliminary calculations, assuming that payment of an amount equivalent to the plan assets to be transferred was made on March 31, 2007, the impact of the transfer on NTT’s consolidated financial statements is projected to be a decrease in operating expenses of approximately ¥340.0 billion.

-3-

Since the date of the transfer and the settlement amount are undetermined and changes in the depreciation methods used by NTT’s major subsidiaries (which may result in an increase in operating expense) and other factors are expected to affect consolidated earnings in this fiscal year, NTT plans to modify its full-year forecasted results at the semi-annual period ending September 30, 2007 to include the impact of the transfer on consolidated earnings.

-4-

3. Consolidated Balance Sheets

-5-

-6-

4. Consolidated Statements of Income

-7-

5. Consolidated Statements of Shareholders’ Equity

-8-

6. Consolidated Statements of Cash Flows

-9-

[Notes to Consolidated Financial Statements]

The consolidated financial statements of NTT have been prepared in conformity with accounting principles generally accepted in the United States of America Accounting Principles Board Opinions, Statements of Financial Accounting Standards, etc).

Accounting for Certain Hybrid Financial Instruments

Effective April 1, 2007, NTT Group adopted Statement of Financial Accounting Standards No. 155 (“SFAS 155”), “Accounting for Certain Hybrid Financial Instruments—an amendment of FASB Statements No. 133 and 140.” SFAS 155 permits an election for fair value remeasurement of any hybrid financial instrument containing an embedded derivative that otherwise would be required to be bifurcated from its host contract in accordance with SFAS No. 133, along with certain other clarifications and amendments to SFAS 133 and SFAS No. 140. The adoption of SFAS 155 did not have an impact on the results of operations or financial position of NTT Group.

Accounting for Servicing of Financial Assets

Effective April 1, 2007, NTT Group adopted Statement of Financial Accounting Standards No. 156 (“SFAS 156”), “Accounting for Servicing of Financial Assets—amendment of FASB Statement No. 140.” SFAS 156 provides some relief for servicers that use derivatives to economically hedge fluctuations in the fair value of their servicing rights and changes how gains and losses are computed in certain transfers or securitizations. The adoption of SFAS 156 did not have an impact on the results of operations or financial position of NTT Group.

Accounting for Uncertainty in Income Taxes

Effective April 1, 2007, NTT Group adopted FASB Interpretation No. 48 (“FIN 48”), “Accounting for Uncertainty in Income Taxes—an Interpretation of FASB Statement No. 109.” FIN 48 clarifies the accounting for uncertainty in income taxes recognized in accordance with Statement of Financial Accounting Standards No. 109, “Accounting for Income Taxes.” FIN 48 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return, it also provides guidance on derecognition, classification of current or non-current, interest and penalties, disclosure and transition. Management does not believe that the adoption of FIN 48 had a material impact on the results of operations or financial position of NTT Group.

The Transfer to the Japanese Government of the Substitutional Portion of Employee Pension Fund Liabilities

On July 1, 2007, the NTT Kosei-Nenkin-Kikin (“NTT Plan”) received permission to be relieved of the obligations related to past services to disburse the NTT Plan benefits covering the substitutional portion. However, no accounting should occur until the completion of the entire transfer. It is undetermined when the transfer of the benefit obligations and related plan assets will take place and what the net effect of settlement on result of operations and financial position of NTT Group will be. If the payment of the amount equivalent to the pension assets to be transferred had been made on March 31, 2007, the estimated amount of such effect on result of operations of NTT Group would have been approximately ¥340 billion.

-10-

7. Business Segments

(Consolidated)