Commission File Number: 001-10579

COMPANIA DE TELECOMUNICACIONES DE CHILE S.A.
(Exact name of registrant as specified in its charter)

(Translation of registrant's name into English)

(Address of principal executive offices)

Yes        No  X   

In Santiago, on April 13, 2007 at 12:18 p.m., at the Corporate Headquarters' Auditorium, the General Shareholders' Meeting of Compania de Telecomunicaciones de Chile S.A. was held, presided by the Chairman of the Board Mr. Emilio Gilolmo, the Chief Executive Officer Mr. Jose Moles, the Chief Financial Officer Mr. Julio Covarrubias, the Vice President of Management Control Mr. Diego Martinez-Caro, and acting as Secretary the Legal Counsel Mr. Cristian Aninat.

The meeting was held with a total attendance quorum equivalent to 93.9% of the total voting shares, amounting to 899,031,352 shares present or represented at the meeting, with voting power. In compliance with the Company's bylaws the meeting can be validly held with a quorum of at least the majority of shares entitled to vote; such amount is equivalent to 478,578,544 shares.

In accordance with Article 34, letter a) of the Company's Bylaws, the Board summoned the shareholders to the Annual General Shareholders Meeting, in order to address the Annual Report, Balance Sheet and other matters related to general shareholders' meetings as detailed in the notice of meeting released through certain Chilean newspapers previously designated by the shareholders and sent by mail to the shareholders.

In accordance with Article 53 of the Company's Bylaws and Article 76 of the Chilean Corporate law, the Balance Sheet and Income Statements and Reports of Account Inspectors and External Auditors for the fiscal year ended December 31, 2006 were published in the Chilean newspaper "Diario Financiero" on March 27, 2007. The Company's Annual Report was sent to shareholders and is available for those who have not received a copy.

The shareholders were called to approve or reject the Balance Sheet, Income Statements and Reports of Account Inspectors and External Auditors for fiscal year ended December 31, 2006.

Voting results:

Approve: 867,409,910 shares

Reject: 0 shares

Abstain: 31,621,442 shares

The following shareholders asked for an express record of their vote within the Minutes of the Shareholders' Meeting:

• The Chilean pension funds stated that they approve all items described in the above proposal.
• Citibank, N.A., as Depositary, asked to record ADR holders' votes as follows:

• Citibank, N.A. acting for other foreign investors voted as follows:

According to Articles 79 and 81 of Chilean Corporate law and Articles 32 and 57 of the Company's By-laws, the Board of Directors of the Company has agreed to distribute 100% of the net income for fiscal year 2006, in accordance with the dividend policy that was informed at the general shareholders' meeting in 2006.

The distribution of net income for fiscal year 2006, which totaled Ch$ 23,353,046,175, is as follows:

There will be a final dividend payment for the total amount of Ch$ 12,866,433,152, which represents 55.10% of net income for 2006. This dividend, when added to the interim dividend No. 172 paid in November of 2006, totals 100% of net income for 2006, in accordance with the Company's dividend policy. The gross final dividend would amount to Ch$ 13.44 per share and Ch$ 53.76 per ADR (US$ 0.10 per ADR considering an exchange rate of US$1 = Ch$539.2), considering 957,157,085 shares outstanding and a ratio of 4 shares per 1 ADR. The dividend will be paid on May 16, 2007 to shareholders registered as of May 10, 2007.

Shareholders present or represented at the meeting approved all items described above, voted as follows:

Approve: 879,786,310 shares

Reject: 0 shares

Abstain: 19,245,042 shares

The following shareholders asked for an express record of their vote within the Minutes of the Shareholders' Meeting:

• The Chilean pension funds stated that they approve all items described in the above proposal.
• Citibank, N.A. acting for the ADR Holders voted as follows:

• Citibank, N.A. acting for other foreign investors voted as follows:

According to Article 28 of the Company's Bylaws, the shareholders' meeting has to appoint two account inspectors and their alternates for fiscal year 2007, and, likewise, such meeting shall determine their respective compensation.

The shareholders at the meeting proposed the designation as account inspectors of Mr. Axel Christensen De la Cerda and Mr. Manuel Onetto Faure, and as alternate account inspectors Mr. Victor Bunster and Mr. Pablo Sotomayor were proposed. The Shareholders' Meeting agreed to maintain the same compensation as the previous year, which is 20 UTM ( approximately US$1,197) payable 30 days after the inspection.

Voting results:

Shareholders present or represented at the meeting approved the proposition and voted as follows:

In favor: 745,038,692 shares

The following shareholders asked for an express record of their vote within the Minutes of the Shareholders' Meeting:

• The Chilean pension funds stated that they approve the proposal described above.
• Citibank, N.A. acting for the ADR Holders, did not vote in this matter.

In Accordance with Article 27 of the Company's Bylaws and Article 52 of Chilean Corporate law, the shareholders must appoint independent auditors every year to audit the financial statements of the Company. The Board of Directors proposed Ernst & Young to audit the accounts, inventories, balance sheet, and other financial statements of the Company and its subsidiaries for the quarters ended June, September and December 2007 and March 2008. Such auditors will be compensated with an annual fee of UF 26,316 (US$ 896,704 approximately). This amount also includes services rendered in relation to compliance with the Sarbanes-Oxley Act.

Voting results:

Shareholders present or represented at the meeting approved all items described above and voted as follows:

Approve: 899,031,352 shares

Reject: 0 shares

Abstain: 0 shares

The following shareholders asked for an express record or their vote within the Minutes of the Shareholders' Meeting:

• The Chilean pension funds stated that they approve all items described in the proposal mentioned above.
• Citibank, N.A. acting for the ADR Holders voted as follows:

According to Article 76 of the Chilean Capital Markets Law, the Board of Directors proposes FITCH CHILE and ICR (International Credit Rating) as the local rating agencies which will classify any publicly offered securities issued or which will be issued by Compania de Telecomunicaciones de Chile S.A. in the local markets during the period from May 1, 2007 to April 30, 2008.

The annual fee for the services is described in the table below:

(*) Minimum payment amount for Fitch is UF450 and for ICR, UF 100.

Voting results:

Shareholders present or represented at the meeting approved all items described above and voted as follows:

Approve: 815,889,329 shares

Reject: 0 shares

Abstain: 19,245,042 shares

The following shareholders asked for an express record of their vote within the Minutes of the Shareholders' Meeting:

• The Chilean pension funds stated that they approve all items described in the proposal mentioned above.
• Citibank, N.A. acting for the ADR Holders did not vote in this matter.
• Citibank, N.A. acting for other foreign investors voted as follows:

In accordance with Article 32 of the Chilean Capital Markets law, since a vacancy occurred on the Board of Directors and the corresponding Alternate Director also resigned in April of 2006, elections were held for the entire Board at the 2007 General Shareholders' Meeting.

The Board was renewed with the following members:

In accordance with Articles 21 and 32 of the Company's Bylaws, the Board members' compensations are to be determined at the General Shareholders Meeting each year.

Mr. Juan Allard, representing Telefonica Internacional Chile S.A., proposed to maintain the same amount of compensation paid during fiscal year 2006. Each Director and Alternate Director will receive a monthly fee equivalent to 120 UTM (US$7,182 approximately) for attending board meetings, provided that they attend at least one Board meeting in such month. The Deputy Chairman of the board will receive 1.5 times the compensation paid to other directors, and the Chairman will receive twice the compensation paid to other directors.

Voting results:

Shareholders present or represented at the meeting approved the proposition and voted as follows:

In favor: 745,038,692 shares

Reject: 0 shares

Abstain: 0 shares

The following shareholders asked for an express record of their vote within the Minutes of the Shareholders' Meeting:

• The Chilean pension funds stated that they approve the proposal described above.
• Citibank, N.A., acting for the ADR Holders, did not vote in this matter.

In 2006, the Board of Directors did not incur expenses aside from their compensation and expenses related to the cellular telephones assigned to each Board Member. At the 2006 Annual General Shareholders' Meeting, a budget of Ch$75 million (approximately US$139,095) was approved as operating expenses for the Company's Directors' Committee. No expenses were charged against that budget during fiscal year 2006.

According to the Chilean Corporations Law, the 2007 budget for the Committee and the compensations of each director and alternate director of the Director's Committee must be approved at the Ordinary Shareholders Meeting. The functions of the Directors' Committe include, among others, the review of the Account Inspectors Report and the External Auditors Report and the examination of transactions under Article 44 of the Chilean Corporations Law.

For fiscal year 2007 and until the next General Shareholders' meeting, the Board proposed, as compensation to each Directors' Committee member, a monthly fee equivalent to UF 30 (approx. US$1,022) for attending committee meetings, provided that they attend at least one committee meeting in such month. Additionally this Committee will have an annual budget of Ch$ 75,000,000 (approx. US$139,095) to pay for its expenses. The compensation and budget are the same as in fiscal year 2006.

Voting results:

Shareholders present or represented at the meeting approved all items described above and voted as follows:

Approve: 879,786,310 shares

Reject: 0 shares

Abstain: 19,245,042 shares

The following shareholders asked for an express record of their vote within the Minutes of the Shareholders' Meeting:

• The Chilean pension funds stated that they approve all items described in the above proposal.
• Citibank, N.A. acting for the ADR Holders, voted as follows:

• Citibank, N.A., acting for other foreign investors, voted as follows:

Due to the fact that the Company's shares are traded on the U.S. market, the Company is subject to the requirements of the Sarbanes-Oxley Act, which requires the creation of an Audit Committee and the designation of a budget for said committee, which was formed in July of 2005.

The Chilean Corporations Law requires directors' compensation and expense budgets to be approved at the General Shareholders' Meeting.

The proposed compensation for Audit Committee members until the next General Shareholders' Meeting is equal to UF 15 ( approximately US$ 511) per meeting, with a maximum of six meetings in the year. In addition, the proposal includes a budget for the Committee's expenses amounting to Ch$ 37 million ( equivalent to US $68,620) until the next General Shareholders' Meeting.

Voting results:

Shareholders present or represented at the meeting approved all items described above and voted as follows:

Approve: 879,786,310 shares

Reject: 0 shares

Abstain: 19,245,042 shares

The following shareholders asked for an express record of their vote within the Minutes of the Shareholders' Meeting:

• The Chilean pension funds stated that they approve all items described in the above proposal.
• Citibank, N.A., acting for the ADR Holders, voted as follows:

• Citibank, N.A., acting for other foreign investors, voted as follows:

The following transactions were reviewed by the Directors Committee and approved by the Board. Pursuant to Articles No. 44 and No. 89 of the Chilean Corporations law, transactions must be disclosed at the meeting in order to inform shareholders when transactions or contracts have occurred between related parties in which one or more Directors or Alternate Directors have an interest, either directly or through a third party.

These transactions are as follows:

According to Article 32 bis of the Company's Bylaws and Article 119 of Law D.L 3500, shareholders must approve the investment and financing policy for the year 2007.

According to the Investment and Financing Strategy (the "Investment Strategy") for the year 2007, the Company will make the necessary investments to fulfill its business objectives, in accordance with its By-laws and the existing regulatory framework. Similarly, the Company will maintain its goal of attaining an adequate return on its investment projects. In addition, the Company will make all the necessary investments to offer television services and content, as well as transactions and outsourcing services for corporate communications customers.

The Company will focus on analyzing alternatives aimed at improving the corporate financial structure through new sources or types of financing and renegotiations of current terms and conditions. The maximum level of indebtedness that may be incurred by the Company may not exceed a ratio of total debt-to-equity of 1.6 times.

For additional information on this item, a direct translation of the Company's Investment and Financing Strategy, as defined by the Board of Directors, will be made available on the Company's website at www.telefonicachile.cl.

Voting results:

Shareholders present or represented at the meeting approved all items described above and voted as follows:

Approve: 879,786,310 shares

Reject: 0 shares

Abstain: 19,245,042 shares

The following shareholders asked for an express record of their vote within the Minutes of the Shareholders' Meeting:

• The Chilean pension funds stated that they approve the investment and financing policy described above.
• Citibank, N.A., acting for the ADR Holders, voted as follows:

• Citibank, N.A. acting for other foreign investors voted as follows:

In accordance with Circular No. 687 of the Superintendencia de Valores y Seguros de Chile (SVS), the Board of Directors has approved the Dividend Policy which is disclosed at the General Shareholders' Meeting.

According to the Dividend Policy for 2007 and future years, the Company's intention is to distribute dividends in an aggregate amount equal to 100% of the Company's net profits generated during the fiscal year, in accordance with Chilean GAAP, through an interim dividend to be distributed in November of each year and a final dividend to be distributed in May of the following year. This final dividend is subject to approval at the corresponding General Shareholders' Meeting. The amount of the interim dividend will be based on net income of the period from January to September of the corresponding fiscal year. In addition, for the following fiscal year, to the extent that there is a free cash flow and the Company's business-related obligations have been fulfilled, the Board's intention is to distribute a portion of this free cash flow to shareholders. This distribution will be proposed at a shareholders' meeting to be called for this purpose.

The dividend policy for 2007 and following years will be defined in line with the objectives set forth in the Company's Financial Plan. This policy represents the intention of the Board of Directors, and its implementation will depend on cash availability and the results that are actually obtained, as well as on projections that may be periodically determined by the Company.

For additional information on this item, a direct translation of the Company's dividend policy, as defined by the Board of Directors, is available on the Company's website at www.telefonicachile.cl.

According to Circular No. 1494 of the Superintendencia de Valores y Seguros, all public companies must provide shareholders with an annual statement of shareholdings, detailing the variations and balances of their investment.

Total cost for processing, printing and mailing these statements for all shareholders registered as of December 31, 2006, amounted to Ch$2,472,006 (equivalent to US$4,585 ).

The Chilean newspaper "Diario Financiero" was proposed for the publication of future general and extraordinary shareholders' meetings and dividend payments, if any.

Voting results:

Shareholders present or represented at the meeting approved all items described above and voted as follows:

Approve: 879,786,310 shares

Reject: 0 shares

Abstain: 19,245,042 shares

The following shareholders asked for an express record of their vote within the Minutes of the Shareholders' Meeting:

• The Chilean pension funds approved the proposal described above.
• Citibank, N.A., acting for the ADR Holders, voted as follows:

• Citibank, N.A. acting for other foreign investors voted as follows:

No further information is provided at this time, since this refers to issues that may be raised during the General Shareholders' Meeting. The issues that can be voted in this point refer only to issues of concern in a General Shareholders' Meeting, as defined by the Company's By-laws and the existing legal framework. These issues are those previously mentioned above, in points 1-15.

The Chairman closed the General Shareholders' meeting at 2:05 p.m., after thanking the Shareholders for their attendance.

Minutes of Shareholders' Meeting were signed by the following people:

For reference purposes, all US$ conversions consider an exchange rate of Ch$539.2 per 1US$ (Exchange rate at March 31, 2007).

UTM = Unidad Tributaria Mensual; inflation indexed peso-denominated monetary unit in Chile, equivalent to Ch$32,271 as of March 31, 2007.

UF = Unidad de Fomento; inflation-indexed peso-denominated monetary unit in Chile, equivalent to Ch$18,372.97 as of March 31, 2007.

In Santiago, on April 13, 2007 at 2:05 p.m. at the Corporate Headquarters' Auditorium, the Extraordinary Shareholders' Meeting of Compania de Telecomunicaciones de Chile S.A. was held, after the Annual General Shareholder's Meeting presided by the Chairman of the Board Mr. Emilio Gilolmo, the Chief Executive Officer Mr. Jose Moles, the Chief Financial Officer Mr. Julio Covarrubias, the Vice President of Management Control Mr. Diego Martinez, and acting as Secretary the Legal Counsel Mr. Cristian Aninat.

The meeting was held with a total attendance quorum equivalent to 93.9% of the total voting shares, amounting to 899,031,352 shares present or represented at the meeting, with voting power. In compliance with the Company's bylaws the meeting can be validly held with a quorum of at least the majority of shares entitled to vote; such amount is equivalent to 478,578,544 shares. In order to vote on a capital reduction, which was one of the matters on the agenda, a quorum of at least two-thirds of the voting shares is required; such amount is equivalent to 638,104,723 shares.

In accordance with Article 35 of the Company's Bylaws, Article 59 of Chilean Corporate Law and Article 62 of the Regulation of Chilean Corporate Law, the Board summoned the shareholders to an Extraordinary Shareholders' Meeting.

The Company's balance sheet as of December 31, 2006, subject to approval at the General Shareholders' Meeting, considers a paid-in capital account of Ch$890,894,952,525 (US$1,652 million).

Based on the Company's cash flow generation after capital expenditures and taxes, the Company will distribute a portion of available cash to shareholders by means of a capital reduction in the amount of Ch$48,815,011,335 (equivalent to US$90.5 million ).

The capital reduction of Ch$48,815,011,335 (equivalent to US$90.5 million ) will be charged against cash and distributed to shareholders in the gross amount of approximately Ch$51 per share (US$0.09) or Ch$204 per ADR (US$0.38 per ADR ), considering 957,157,085 shares outstanding and a ratio of 4 shares per 1 ADR. The payment will take place in Chile, and the payment date will be duly announced following the publication of Meeting Act in the Official Gazette, as required by Article 28 of Chilean Corporate Law.

Shareholders present or represented at the meeting approved all items described above, voted as follows:

Approve: 898,882,144 shares

Reject: 75,448 shares

Abstain: 73,760 shares

The following shareholders asked for an express record of their vote within the Minutes of the Shareholders' Meeting:

• The Chilean pension funds stated that they approve all items described in the above proposal.
• Citibank, N.A. acting for the ADR Holders voted as follows:

Article Five of the Company's Bylaws, which details the Company's capital account, must be modified to reflect the approved capital reduction and update the capital account .

A modification of Company Bylaws is subject to shareholder approval in accordance with Article 57 of Chilean Corporate Law and Article 33 of the Company's Bylaws. The proposed modification is as follows: "The Company's paid-in capital amounts to Ch$842,079,941,190, divided into 957,157,085 shares without face value, which are fully subscribed and paid."

For additional information on this item, a direct translation of the Company's current Bylaws is available on the Company's website at www.telefonicachile.cl.

Shareholders present or represented at the meeting approved all items described above, voted as follows:

Approve: 898,195,732 shares

Reject: 740,836 shares

Abstain: 94,784 shares

The following shareholders asked for an express record of their vote within the Minutes of the Shareholders' Meeting:

• The Chilean pension funds stated that they approve all items described in the above proposal.
• Citibank, N.A. acting for the ADR Holders voted as follows:

It is necessary to designate representatives to carry out certain tasks in order to formalize the agreements reached at this Extraordinary Shareholders' Meeting. Such tasks include, but are not limited to, registering the Minutes of the meeting within the public record and publishing the necessary information in the Official Gazette. For these effects, Messrs. Cristian Aninat Salas and Raul Montero Lopez are proposed. If approved, they may act jointly and severally.

Shareholders present or represented at the meeting approved all items described above and voted as follows:

Approve: 898,171,396 shares

Reject: 753,748 shares

Abstain: 106,208 shares

The following shareholders asked for an express record of their vote within the Minutes of the Shareholders' Meeting:

• The Chilean pension funds stated that they approve all items described in the above proposal.
• Citibank, N.A., acting for the ADR Holders, voted as follows:

The Chairman closed the Extraordinary Shareholders' meeting at 2:20 p.m., after thanking the shareholders for their attendance.

Minutes of Shareholders' Meeting were signed by the following people:

For reference purposes, all US$ conversions consider an exchange rate of Ch$539.2 per 1US$ (Exchange rate at March 31, 2007).

By /s/ Julio Covarrubias F.