SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934

Taiwan Semiconductor Manufacturing Company Ltd.

(Translation of Registrant’s Name Into English)

No. 8, Li-Hsin Rd. 6,
Hsinchu Science Park,
Taiwan
(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 þ		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 þ

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

 

 

Taiwan Semiconductor Manufacturing Company Limited

For the month of February 2006

This is to report 1) the changes in the shareholdings of our directors, supervisors, executive officers and shareholders who own more than 10% of total outstanding common shares of Taiwan Semiconductor Manufacturing Company Ltd. (The Company; “TSMC”) (NYSE:TSM); 2) the pledge and clear of pledge of TSMC common shares by our directors, supervisors, executive officers and shareholders who own more than 10% of total outstanding common shares of TSMC; 3) the acquisition of assets by TSMC and 4) the disposition of assets by TSMC for the month of February 2006.

1)

The changes in the shareholdings of our directors, supervisors, executive officers and shareholders who own more than 10% of total outstanding common shares:

							Number of					Number of
							shares held as					shares held as
	Title			Name			of January 31,					of February 28,						Changes
							2006					2006
	Vice Chairman			F. C. Tseng				39,280,891					39,120,891					-160,000
	Director, President & CEO			Rick Tsai				25,746,795					25,576,795					-170,000
	Senior Vice President			Kenneth Kin				3,279,860					3,259,860					-20,000
	Senior Vice President			C. C. Wei				5,397,079					5,388,079					-9,000
	Senior Vice President			Mark Liu				9,957,792					9,897,792					-60,000
	Vice President			Wei Jen Lo				507,552					502,552					-5,000
	Vice President			Jason Chen				370,000					361,000					-9,000
	Senior Director			L.C. Tu				7,953,827					7,914,827					-39,000

2)		The pledge and clear of pledge of TSMC common shares by our directors, supervisors, executive officers and shareholders who own more than 10% of total outstanding common shares: None.
3)		The acquisition of assets:

	Description of assets			Purchase price
	Machinery Equipment			NT$4,051,341,980
	Bond Funds			NT$4,300,000,000

4)

The disposition of assets:

	Description of assets			Sell price
	Machinery Equipment			US$12,756,298

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.