CR02230-2015

SECURITIES AND EXCHANGE COMMISSIONSEC FORM 17-A, AS AMENDED

ANNUAL REPORT PURSUANT TO SECTION 17
OF THE SECURITIES REGULATION CODE AND SECTION 141
OF THE CORPORATION CODE OF THE PHILIPPINES

1. For the fiscal year ended
Dec 31, 2014
2. SEC Identification Number
34218
3. BIR Tax Identification No.
000-153-610-000
4. Exact name of issuer as specified in its charter
AYALA CORPORATION
5. Province, country or other jurisdiction of incorporation or organization
Makati City, Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
32F to 35F, Tower One and Exchange Plaza, Ayala Triangle, Ayala Avenue, Makati City Postal Code 1226
8. Issuer's telephone number, including area code
(632) 908-3000 / 908-3357
9. Former name or former address, and former fiscal year, if changed since last report
Not applicable
10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA
Title of Each Class Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding
Preferred B Series 1 (net of 8M treasury shares) 20,000,000
Preferred B Series 2 (net of 3M treasury shares) 27,000,000
Voting Preferred 200,000,000
Common 619,436,152
Debt outstanding as of Dec31,2014 (in PHP) 40,000,000,000
11. Are any or all of registrant's securities listed on a Stock Exchange?
Yes
No
If yes, state the name of such stock exchange and the classes of securities listed therein:
A total of 596,731,565 Common shares, 20,000,000 Preferred B Series 1 shares and 27,000,000 Preferred B Series 2 are listed with the Philippine Stock Exchange as of December 31, 2014.
12. Check whether the issuer:

(a) has filed all reports required to be filed by Section 17 of the SRC and SRC Rule 17.1 thereunder or Section 11 of the RSA and RSA Rule 11(a)-1 thereunder, and Sections 26 and 141 of The Corporation Code of the Philippines during the preceding twelve (12) months (or for such shorter period that the registrant was required to file such reports)

Yes
No
(b) has been subject to such filing requirements for the past ninety (90) days
Yes
No

13. State the aggregate market value of the voting stock held by non-affiliates of the registrant. The aggregate market value shall be computed by reference to the price at which the stock was sold, or the average bid and asked prices of such stock, as of a specified date within sixty (60) days prior to the date of filing. If a determination as to whether a particular person or entity is an affiliate cannot be made without involving unreasonable effort and expense, the aggregate market value of the common stock held by non-affiliates may be calculated on the basis of assumptions reasonable under the circumstances, provided the assumptions are set forth in this Form

About P198.9 billion (based on bid stock prices of Ayala Corp. common shares as of April 7, 2015)
APPLICABLE ONLY TO ISSUERS INVOLVED IN INSOLVENCY SUSPENSION OF PAYMENTS PROCEEDINGS DURING THE PRECEDING FIVE YEARS

14. Check whether the issuer has filed all documents and reports required to be filed by Section 17 of the Code subsequent to the distribution of securities under a plan confirmed by a court or the Commission.

Yes
No
DOCUMENTS INCORPORATED BY REFERENCE
15. If any of the following documents are incorporated by reference, briefly describe them and identify the part of SEC Form 17-A into which the document is incorporated:
(a) Any annual report to security holders
2014 Consolidated FS of Ayala Corporation, Bank of the Philippine Islands and Globe Telecom, Inc.
(b) Any information statement filed pursuant to SRC Rule 20
not applicable
(c) Any prospectus filed pursuant to SRC Rule 8.1
not applicable

The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporate disclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, and are disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to the Corporate Information Officer of the disclosing party.

Ayala CorporationAC

PSE Disclosure Form 17-1 - Annual Report References: SRC Rule 17 and
Sections 17.2 and 17.8 of the Revised Disclosure Rules

For the fiscal year ended Dec 31, 2014
Currency (indicate units, if applicable) in Thousand Pesos
Balance Sheet
Year Ending Previous Year Ending
Dec 31, 2014 Dec 31, 2013
Current Assets 254,701,462 211,487,944
Total Assets 726,047,776 599,664,300
Current Liabilities 169,759,613 145,207,693
Total Liabilities 439,181,291 364,193,709
Retained
Earnings/(Deficit)
107,039,814 92,639,781
Stockholders' Equity 286,866,485 235,470,591
Stockholders' Equity - Parent 101,417,309 74,365,279
Book Value per Share 261.63 230.68
Income Statement
Year Ending Previous Year Ending
Dec 31, 2014 Dec 31, 2013
Operating Revenue 156,416,448 136,941,478
Other Revenue 27,859,116 22,470,066
Gross Revenue 184,275,564 159,411,544
Operating Expense 128,100,242 112,640,387
Other Expense 15,762,801 15,992,248
Gross Expense 143,863,043 128,632,635
Net Income/(Loss) Before Tax 40,412,521 30,778,909
Income Tax Expense 8,137,918 6,654,210
Net Income/(Loss) After Tax 32,274,603 24,124,699
Net Income/(Loss) Attributable to Parent Equity Holder 18,609,229 12,777,932
Earnings/(Loss) Per Share (Basic) 29.83 20.53
Earnings/(Loss) Per Share (Diluted) 29.35 20.39
Financial Ratios
Formula Fiscal Year Ended Previous Fiscal Year
Dec 31, 2014 Dec 31, 2013
Liquidity Analysis Ratios:
Current Ratio or
Working Capital Ratio
Current Assets / Current Liabilities 1.5 1.46
Quick Ratio (Current Assets - Inventory - Prepayments) / Current Liabilities 1.11 1.11
Solvency Ratio Total Assets / Total Liabilities 1.65 1.65
Financial Leverage Ratios
Debt Ratio Total Debt/Total Assets 0.36 0.34
Debt-to-Equity Ratio Total Debt/Total Stockholders' Equity 1.39 1.43
Interest Coverage Earnings Before Interest and Taxes (EBIT) / Interest Charges 4.39 3.93
Asset to Equity Ratio Total Assets / Total Stockholders' Equity 3.91 4.18
Profitability Ratios
Gross Profit Margin Sales - Cost of Goods Sold or Cost of Service / Sales 0.28 0.28
Net Profit Margin Net Profit / Sales 0.18 0.18
Return on Assets Net Income / Total Assets 0.04 0.04
Return on Equity Net Income / Total Stockholders' Equity 0.12 0.1
Price/Earnings Ratio Price Per Share / Earnings Per Common Share 23.27 25.23
Other Relevant Information

Please see attached SEC17A as of December 31, 2014; 2014 Opinion on and Individual Supplementary Schedules; 2014 Ayala Corporation and Subsidiaries Special Form for Financial Statements; 2015 Annual Corporate Governance Report

Filed on behalf by:
Name Delfin, Jr. Gonzalez
Designation Chief Finance Officer