PART III ITEM 17.  FINANCIAL STATEMENTS ITEM 18.  FINANCIAL STATEMENTS ITEM 19.  EXHIBITS  PART III INDEX TO THE CONSOLIDATED FINANCIAL STATEMENTS Page Report of Independent Registered Public Accounting Firm  F-1 Consolidated Balance Sheets as of December 31, 2010 and 2011  F-2 Consolidated Statements of Income for the years ended December 31, 2009, 2010 and 2011  F-4 Consolidated Statements of Changes in Stockholders’ Equity for the years ended December 31, 2009, 2010 and 2011  F-6 Consolidated Statements of Cash Flows for the years ended December 31, 2009, 2010 and 2011  F-7 Notes to Consolidated Financial Statements  F-11 Exhibit  Number Description of Exhibits 1.1 Statute of Chunghwa Telecom Co., Ltd. as last amended on November 29, 2000 (English translation) (incorporated by reference to  Exhibit 1.1 to the Registrant’s Annual Report on Form 20-F for the fiscal year ended December 31, 2003 (File No. 001-31731) filed  with the Commission on May 17, 2004). 1.2 Articles of incorporation of Chunghwa Telecom Co., Ltd. as last amended on June 18, 2010. (English translation) (incorporated by  reference to Exhibit 1.2 to the Registrant’s Annual Report on Form 20-F for the fiscal year ended December 31, 2010 (File No. 001- 31731) filed with the Commission on April 20, 2011). 2.1 Form of Amended and Restated Deposit Agreement dated as of November 2007 among Chunghwa Telecom Co. Ltd., JPMorgan Chase  Bank, N.A., as depositary, and all holders from time to time of ADRs issued thereunder, including the Form of American Depositary  Receipt (incorporated by reference to Exhibit (a) to the Registrant’s Registration Statement on Form F-6 (File No. 333-147321) filed  with the Commission on November 13, 2007). 8.1* List of Subsidiaries. 11.1* Code of Ethics (English translation), as last amended on April 26, 2011. 11.2 Ethical Corporate Management Best Practice Principles as approved by the board of directors on December 28, 2010 (English  translation) (incorporated by reference to Exhibit 11.2 to the Registrant’s Annual Report on Form 20-F for the fiscal year ended  December 31, 2010 (File No. 001-31731) filed with the Commission on April 20, 2011). 12.1* Certification of our Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 12.2* Certification of our Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 13.1* Certification of our Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 13.2* Certification of our Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. *  Filed herewith.  The Registrant has elected to provide the consolidated financial statements and related information specified in Item 18 in lieu  of Item 17.  The following is a list of the consolidated financial statements and report of independent registered public accounting firm  included in this annual report beginning on page F-1.  137