<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------
FORM 10-Q
----------------
(Mark one)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1994
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File Number 1-6875
BELL ATLANTIC - MARYLAND, INC.
A Maryland Corporation I.R.S. Employer Identification No. 52-0270070
One East Pratt Street, Baltimore, Maryland 21202
Telephone Number (410) 539-9900
----------------
THE REGISTRANT, A WHOLLY OWNED SUBSIDIARY OF BELL ATLANTIC CORPORATION, MEETS
THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION H(1)(a) AND (b) OF FORM 10-Q AND
IS THEREFORE FILING THIS FORM WITH REDUCED DISCLOSURE FORMAT PURSUANT TO GENERAL
INSTRUCTION H(2).
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
----- -----
<PAGE>
Bell Atlantic - Maryland, Inc.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
STATEMENTS OF INCOME AND REINVESTED EARNINGS
(Unaudited)
(Dollars in Thousands)
<TABLE>
<CAPTION>
Three months ended
March 31,
--------------------
1994 1993
--------- ---------
<S> <C> <C>
OPERATING REVENUES
Local service............................... $250,192 $244,719
Network access.............................. 127,804 121,461
Toll service................................ 29,307 29,088
Directory advertising, billing services
and other (including $10,697 and $10,330
from affiliates)........................... 76,277 69,960
Provision for uncollectibles................ (6,102) (5,960)
-------- --------
477,478 459,268
-------- --------
OPERATING EXPENSES
Employee costs, including benefits
and taxes.................................. 107,271 103,307
Depreciation and amortization............... 94,767 87,545
Other (including $85,700 and $78,272 to
affiliates)................................ 159,794 148,253
-------- --------
361,832 339,105
-------- --------
NET OPERATING REVENUES........................ 115,646 120,163
-------- --------
OPERATING INCOME TAXES
Federal..................................... 32,095 31,748
State....................................... 2,726 3,318
-------- --------
34,821 35,066
-------- --------
OPERATING INCOME.............................. 80,825 85,097
-------- --------
OTHER INCOME (EXPENSE)
Allowance for funds used during
construction............................... 1,319 1,201
Miscellaneous - net......................... (1,171) (645)
-------- --------
148 556
-------- --------
INTEREST EXPENSE (including $278 and $900 to
affiliate)................................... 18,114 21,164
-------- --------
INCOME BEFORE CUMULATIVE EFFECT OF CHANGE
IN ACCOUNTING PRINCIPLE...................... 62,859 64,489
CUMULATIVE EFFECT OF CHANGE IN
ACCOUNTING PRINCIPLE
Postemployment Benefits, Net of Tax......... --- (14,271)
-------- --------
NET INCOME.................................... $ 62,859 $ 50,218
======== ========
REINVESTED EARNINGS
At beginning of period...................... $460,246 $456,993
Add: net income............................. 62,859 50,218
-------- --------
523,105 507,211
Deduct: dividends........................... 54,911 47,515
other changes....................... --- 3
-------- --------
At end of period............................ $468,194 $459,693
======== ========
</TABLE>
See Notes to Financial Statements.
-1-
<PAGE>
Bell Atlantic - Maryland, Inc.
BALANCE SHEETS
(Unaudited)
(Dollars in Thousands)
<TABLE>
<CAPTION>
ASSETS
------
March 31, December 31,
1994 1993
--------- -----------
<S> <C> <C>
CURRENT ASSETS
Accounts receivable:
Customers and agents, net of allowances for
uncollectibles of $19,886 and $20,028....... $ 273,145 $ 278,176
Parent and affiliates........................ 53,334 55,541
Other........................................ 11,889 16,603
Material and supplies.......................... 6,463 7,123
Prepaid expenses............................... 76,149 98,735
Deferred income taxes.......................... 213 342
Other.......................................... 3,418 3,418
---------- ----------
424,611 459,938
---------- ----------
PLANT, PROPERTY AND EQUIPMENT.................... 5,164,201 5,097,901
Less accumulated depreciation.................. 1,921,935 1,847,677
---------- ----------
3,242,266 3,250,224
---------- ----------
OTHER ASSETS..................................... 139,689 150,796
---------- ----------
TOTAL ASSETS..................................... $3,806,566 $3,860,958
========== ==========
</TABLE>
See Notes to Financial Statements.
-2-
<PAGE>
Bell Atlantic - Maryland, Inc.
BALANCE SHEETS
(Unaudited)
(Dollars in Thousands)
LIABILITIES AND SHAREOWNER'S INVESTMENT
---------------------------------------
<TABLE>
<CAPTION>
March 31, December 31,
1994 1993
---------- -----------
<S> <C> <C>
CURRENT LIABILITIES
Debt maturing within one year:
Affiliate................................... $ 8,717 $ 26,001
Other....................................... 31,911 7,022
Accounts payable:
Affiliates.................................. 127,045 132,599
Other....................................... 160,159 200,880
Accrued expenses:
Taxes....................................... 40,876 24,466
Other....................................... 77,223 76,451
Advance billings and customer deposits....... 37,332 36,851
---------- ----------
483,263 504,270
---------- ----------
LONG-TERM DEBT................................. 968,135 994,461
---------- ----------
EMPLOYEE BENEFIT OBLIGATIONS................... 417,584 411,729
---------- ----------
DEFERRED CREDITS AND OTHER LIABILITIES
Deferred income taxes........................ 361,010 366,213
Unamortized investment tax credits........... 64,323 66,240
Other........................................ 218,637 232,379
---------- ----------
643,970 664,832
---------- ----------
SHAREOWNER'S INVESTMENT
Common stock, one share, without par value,
owned by parent............................. 825,420 825,420
Reinvested earnings.......................... 468,194 460,246
---------- ----------
1,293,614 1,285,666
---------- ----------
TOTAL LIABILITIES AND SHAREOWNER'S INVESTMENT.. $3,806,566 $3,860,958
========== ==========
</TABLE>
See Notes to Financial Statements.
-3-
<PAGE>
Bell Atlantic - Maryland, Inc.
STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollars in Thousands)
<TABLE>
<CAPTION>
Three months ended
March 31,
-------------------
1994 1993
-------- --------
<S> <C> <C>
NET CASH PROVIDED BY OPERATING ACTIVITIES ........ $168,467 $195,886
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to plant, property and equipment...... (86,503) (71,521)
Other, net...................................... 1,996 6,298
------- --------
Net cash used in investing activities............. (84,507) (65,223)
------- --------
CASH FLOWS FROM FINANCING ACTIVITIES
Principal repayments of borrowings and capital
lease obligations.............................. (1,698) (725)
Net change in note payable to affiliate......... (17,284) (70,388)
Dividends paid.................................. (54,911) (47,515)
Net change in outstanding checks drawn
on controlled disbursement accounts............ (10,067) 52
------- --------
Net cash used in financing activities............. (83,960) (118,576)
------- --------
NET CHANGE IN CASH ............................... --- 12,087
CASH, BEGINNING OF PERIOD ........................ --- 885
------- --------
CASH, END OF PERIOD .............................. $ --- $ 12,972
======= ========
</TABLE>
See Notes to Financial Statements.
-4-
<PAGE>
Bell Atlantic - Maryland, Inc.
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
(1) Basis of Presentation
The accompanying financial statements are unaudited and have been
prepared by Bell Atlantic - Maryland, Inc. (formerly The Chesapeake and
Potomac Telephone Company of Maryland) (the Company) pursuant to the rules and
regulations of the Securities and Exchange Commission (SEC). The December 31,
1993 balance sheet was derived from audited financial statements, but does not
include all disclosures required by generally accepted accounting principles.
In the opinion of management, these financial statements include all
adjustments (consisting of only normal recurring adjustments) necessary to
present fairly the results of operations, financial position and cash flows.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such SEC rules and
regulations. The Company believes that the disclosures made are adequate to
make the information presented not misleading. It is suggested that these
financial statements be read in conjunction with the financial statements and
notes thereto included in the Company's Annual Report on Form 10-K for the
year ended December 31, 1993.
(2) Dividend
On May 2, 1994, the Company declared and paid a dividend in the amount of
$60,190,000 to Bell Atlantic Corporation (Bell Atlantic).
(3) Restatement - First Quarter 1993
Results of operations for the three months ended March 31, 1993 were
restated in the fourth quarter of 1993 to reflect the cumulative effect of the
adoption of Statement of Financial Accounting Standards No. 112, "Employers'
Accounting for Postemployment Benefits," effective January 1, 1993.
-5-
<PAGE>
Bell Atlantic - Maryland, Inc.
SELECTED OPERATING DATA
(Unaudited)
(In Thousands)
<TABLE>
<CAPTION>
At March 31,
--------------------
1994 1993
------ ------
Network Access Lines in Service:
<S> <C> <C>
Residence.............................. 2,011 1,974
Business............................... 1,031 975
Public................................. 41 41
----- -----
3,083 2,990
===== =====
<CAPTION>
Three months ended
March 31,
--------------------
1994 1993
------ ------
Carrier Access Minutes of Use:
<S> <C> <C>
Interstate............................. 2,223,398 2,007,706
Intrastate............................. 653,021 509,020
--------- ---------
2,876,419 2,516,726
========= =========
<CAPTION>
Three months ended
March 31,
--------------------
1994 1993
------ ------
Toll Messages:
<S> <C> <C>
Message Telecommunication Services..... 30,842 27,775
Unidirectional Long-Distance Services.. 1,625 1,409
------ ------
32,467 29,184
====== ======
</TABLE>
-6-
<PAGE>
Bell Atlantic - Maryland, Inc.
Item 2. Management's Discussion and Analysis of Results of Operations
(Abbreviated pursuant to General Instruction H(2).)
This discussion should be read in conjunction with the Financial Statements
and Notes to Financial Statements.
RESULTS OF OPERATIONS
Net income for the quarter ended March 31, 1994 increased $12,641,000 or
25.2% from the corresponding period last year. Results for the first quarter
of 1993 reflect an after-tax charge of $14,271,000 for the adoption of
Statement of Financial Accounting Standards No. 112, "Employers' Accounting
for Postemployment Benefits".
OPERATING REVENUES
Operating revenues increased $18,210,000 or 4.0% for the first quarter of 1994
from the corresponding period last year. The increase in total operating
revenues was comprised of the following:
<TABLE>
<CAPTION>
(Dollars In Thousands)
----------------------
<S> <C>
Local service.................................... $ 5,473
Network access................................... 6,343
Toll service..................................... 219
Directory advertising, billing services
and other...................................... 6,317
Less: Provision for uncollectibles.............. 142
------
$18,210
=======
</TABLE>
Local service revenues are earned by the Company from the provision of local
exchange, local private line, and public telephone services. Local service
revenues increased $5,473,000 or 2.2% in the first quarter of 1994. The
increase resulted primarily from growth in network access lines and higher
demand for value-added central office services such as Custom Calling and Caller
ID. Access lines in service at March 31, 1994 increased 3.1% from March 31,
1993 (see Selected Operating Data on page 6).
Network access revenues are received from interexchange carriers (IXCs) for
their use of the Company's local exchange facilities in providing long-distance
services to IXCs' customers and from end-user subscribers. Switched access
revenues are derived from usage-based charges paid by IXCs for access to the
Company's network. Special access revenues arise from access charges paid by
subscribers who have private lines, and end-user revenues are earned from local
exchange carrier customers who pay for access to the network.
Network access revenues increased $6,343,000 or 5.2% in the first quarter of
1994. Access minutes of use were 14.3% higher than the first quarter of 1993
(see Selected Operating Data on page 6), due to the effects of a recovering
economy and inclement weather in the region. In addition to this volume growth,
network access revenues increased due to lower support payments to the National
Exchange Carrier Association (NECA) interstate common line pool. Revenue
increases were partially offset by the effect of an interstate rate reduction
filed by the Company with the Federal Communications Commission (FCC), which
became effective on July 2, 1993. In its April 1, 1994 tariff filing, the
Company filed revised rates which will become effective July 1, 1994, subject to
FCC approval. These revised rates, net of lower support obligations to the NECA
interstate common line pool, are not expected to significantly change current
levels of interstate access revenues.
Toll service revenues are earned from interexchange usage services such as
Message Telecommunication Services, Unidirectional Services (Wide Area Toll
Service (WATS) and 800 Services) and private line services. Toll service
revenues increased $219,000 or .8% in the first quarter of 1994. Total toll
message volumes, which were partially
-7-
<PAGE>
Bell Atlantic - Maryland, Inc.
storm-driven, were 11.2% higher than the first quarter of 1993 (see Selected
Operating Data on page 6). Growth-related message toll service revenue
increases were substantially offset by a decline in revenues from private line
services, principally due to competitive pressures.
Directory advertising, billing services and other revenues include revenues
from the sale of advertising in the Company's telephone directories, billing and
collection services provided to IXCs and others, premises services such as
inside wire installation and maintenance services, rent of Company facilities by
affiliates and non-affiliates, and certain nonregulated enhanced network
services.
Directory advertising, billing services and other revenues increased
$6,317,000 or 9.0% in the first quarter of 1994 due primarily to increased
revenue resulting from contracts with the federal government for inside wire
installation, increased demand for voice messaging services such as Answer
Call, and increased premises services revenues. Directory advertising revenues
were substantially unchanged from the first quarter of 1993.
The provision for uncollectibles, expressed as a percentage of total operating
revenues, was 1.3% in the first quarter of both 1994 and 1993.
OPERATING EXPENSES
Operating expenses increased $22,727,000 or 6.7% in the first quarter of 1994
from the corresponding period last year. The increase in total operating
expenses was comprised of the following:
<TABLE>
<CAPTION>
(Dollars In Thousands)
----------------------
<S> <C>
Employee costs................................... $ 3,964
Depreciation and amortization.................... 7,222
Other............................................ 11,541
-------
$22,727
=======
</TABLE>
Employee costs consist primarily of salaries, wages and other employee
compensation, employee benefits, and payroll taxes paid directly by the
Company. Similar costs incurred by employees of Bell Atlantic Network
Services, Inc. (NSI), who provide centralized services on a contract basis,
are allocated to the Company and are included in other operating expenses.
Employee costs increased $3,964,000 or 3.8% in the first quarter of 1994 due
to a combination of salary and wage increases and overtime, and higher
postretirement benefit costs. The effect of winter storms on repair and
maintenance activity contributed to the increase in employee costs.
The Company continues to evaluate ways to streamline and restructure its
operations and reduce its workforce requirements in an effort to improve its
cost structure.
Depreciation and amortization expense increased $7,222,000 or 8.2% in the
first quarter of 1994. The increase was primarily due to additional
depreciation expense resulting from growth in depreciable plant and the
amortization of an intrastate reserve deficiency, as approved by the Public
Service Commission of Maryland (PSC), effective January 1, 1994. This
represcription is expected to increase depreciation expense by approximately $25
million annually.
Other operating expenses consist primarily of contracted services, including
centralized service expenses allocated from NSI, rent, network software costs,
operating taxes other than income, and other general and administrative
expenses. Other expenses increased $11,541,000 or 7.8% in the first quarter of
1994. Other operating expenses increased primarily due to higher costs for
contracted services as a result of higher employee costs and taxes allocated
from NSI, increased costs for the deployment of network software to support new
switching equipment associated with enhancing the
-8-
<PAGE>
Bell Atlantic - Maryland, Inc.
Company's network and increased material costs as a result of higher repair and
maintenance activity due to the effect of winter storms. Also contributing to
the increase was the effect of one-time accruals for certain liabilities
recorded in the first quarter of 1993 and higher operating taxes other than
income due to increased property taxes resulting from higher property
assessments.
OPERATING INCOME TAXES
Operating income taxes decreased $245,000 or .7% in the first quarter of 1994.
The Company's effective income tax rate was 35.5% in the first quarter of 1994,
compared to 34.9% for the same period in 1993. The increase in the effective
tax rate was principally the result of federal tax legislation enacted in the
third quarter of 1993, which increased the federal corporate tax rate from 34%
to 35%.
INTEREST EXPENSE
Interest expense decreased $3,050,000 or 14.4% in the first quarter of 1994,
primarily due to the effect of long-term debt refinancings in 1993.
COMPETITIVE ENVIRONMENT
The communications industry is currently undergoing fundamental changes which
may have a significant impact on future financial performance of
telecommunications companies. These changes are driven by a number of factors,
including the accelerated pace of technological innovation, the convergence of
telecommunications, cable television, information services and entertainment
businesses, and a regulatory environment in which many traditional regulatory
barriers are being lowered and competition permitted or encouraged.
Communications services and equipment and the number of competitors offering
such services are continuing to expand. The Company's telecommunications
business is currently subject to competition from numerous sources, including
competitive access providers for network access services and competing cellular
telephone companies. An increasing amount of this competition is from large
companies which have substantial capital, technological and marketing resources,
many of which do not face the same regulatory constraints as the Company. Other
potential sources of competition are cable television systems, shared tenant
services and other non-carrier systems which are capable of partially or
completely bypassing the Company's local network.
The entry of well-financed competitors, such as large long-distance carriers
and other local exchange service competitors, has the potential to adversely
affect multiple revenue streams of the Company, including local exchange, local
access, and long-distance services in the market segments and geographical areas
in which the competitors operate. The amount of revenue reductions will depend
on competitors' success in marketing these services, and the conditions of
interconnection established by regulators. The potential impact is expected to
be offset, to some extent, by revenues from interconnection charges to be paid
to the Company by these competitors.
The Company continues to focus its efforts on becoming more competitive and
seeking growth opportunities. The Company's responses to competitive challenges
include an increased emphasis on meeting customer requirements through the rapid
introduction of new products and services, the delivery of increased customer
value, and the development of customer loyalty programs. In addition, the
Company continues to strive for increased pricing flexibility through efforts to
reprice and repackage existing competitive services, reduce its cost structure
and workforce through consolidation, re-engineering and streamlining
initiatives, and to achieve an improved regulatory and legislative environment.
Other important competitive responses, including the development of broadband
networks, will improve the Company's ability to take advantage of the growth
opportunities created by technological advances and the convergence of the
communications, information services and entertainment industries.
-9-
<PAGE>
Bell Atlantic - Maryland, Inc.
REGULATORY ENVIRONMENT
Federal Regulation
------------------
Recent FCC regulatory rulings have sought to expand competition for special
and switched access services. Effective February 1994, the FCC ordered local
exchange carriers, including the Company, to allow competing carriers to
interconnect to the local exchange network for the purpose of providing
switched access transport services. The terms and conditions of this ruling
are similar to those for special access collocation ordered during 1992. The
principal goal of the FCC's collocation rulings is to encourage competition
for these services. The FCC also granted additional, but limited, pricing
flexibility for these services so that the local exchange carriers can better
respond to the competition that will result. The Company does not expect the
net revenue impact of special access collocation to be material. Revenue
losses from switched access collocation, however, may be larger than from
special access collocation. Bell Atlantic and certain other parties have
appealed both the special and switched access collocation orders. Appeals of
the switched access collocation order have been stayed pending a decision on
the appeal of the special access collocation order. Bell Atlantic expects the
appeal on the special access collocation order to be decided in 1994.
In February 1994, the FCC initiated a rulemaking proceeding to determine the
effectiveness of the price cap rules and decide what changes, if any, should be
made to those rules. Under proposed rulemaking, the FCC identified for
examination three broad sets of issues including those related to the basic
goals of price regulation, the operation of price caps and the transition of
local exchange services to a fully competitive market. This rulemaking is
expected to be concluded by the end of 1994. Any changes to the current price
cap plan are expected to be effective January 1, 1995 or shortly thereafter. At
this time, the Company cannot estimate the financial impact, if any, that would
result if the FCC revised its current price cap rules.
State Regulation
----------------
The communications services of the Company are subject to regulation by the
PSC with respect to intrastate rates and services and other matters.
On April 25, 1994, the PSC approved an application from MFS-Intelenet of
Maryland, Inc.(MFS-I), a subsidiary of MFS Communications Company, Inc., to
provide and resell local exchange and interexchange telecommunications services
to business customers in areas served by the Company. MFS-I is authorized to be
a co-carrier in Maryland and will be assigned its own central office codes for
use with its customers and the Company is required to provide intrastate
switched access collocation. The rates that MFS-I will pay to interconnect with
the Company must contribute to the joint and common costs that support universal
service. On an interim basis, MFS-I will pay the Company 6.1 cents per call to
terminate a call on the Company's network. A pre-hearing conference on Phase II
of this case will be held on May 24, 1994. The Company expects some loss of
market share as a result of this decision.
In November 1993, the PSC instituted an investigation into legal and policy
matters relevant to the regulation of firms, including current
telecommunications providers and cable television firms, which may provide local
exchange and exchange access services in Maryland in the future. On May 5,
1994, the PSC issued an order in which it decided that it had jurisdiction,
under Maryland law, over the cable television companies that might offer
telecommunications services in the future.
REGULATORY ACCOUNTING
The Company conducts ongoing evaluations of its accounting practices, many of
which have been prescribed by regulators. These evaluations include the
assessment of whether costs that have been deferred as a result of actions of
regulators and the cost of the Company's telephone plant will be recoverable in
the future. In the event recoverability of costs becomes unlikely due to
changes in cost-based regulation to
-10-
<PAGE>
Bell Atlantic - Maryland, Inc.
another form of regulation, decisions by the Company to accelerate deployment of
new technology, or increasing levels of competition, the Company may no longer
apply the provisions of Statement of Financial Accounting Standards No. 71,
"Accounting for the Effects of Certain Types of Regulation" (Statement No. 71).
The discontinued application of Statement No. 71 would require the Company to
write off its regulatory assets and liabilities and may require the Company to
adjust the carrying amount of its telephone plant should it determine that such
amount is not recoverable. The Company believes that it continues to meet the
criteria for continued financial reporting under Statement No. 71. A
determination in the future that such criteria are no longer met may result in a
significant one-time, non-cash, extraordinary charge, if the Company determines
that a substantial portion of the carrying value of its telephone plant may not
be recoverable.
OTHER MATTERS
Environmental Issues
--------------------
The Company is subject to a number of environmental matters as a result of its
operations and shared liability provisions in the Plan of Reorganization,
related to the Modification of Final Judgment. Certain of these environmental
matters relate to Superfund sites for which the Company has been designated as a
potentially responsible party by the U.S. Environmental Protection Agency.
Designation as a potentially responsible party subjects the named company to
potential liability for costs relating to cleanup of the affected sites. The
Company is also responsible for the remediation of sites with underground fuel
storage tanks and other expenses associated with environmental compliance.
The Company continually monitors its operations with respect to potential
environmental issues, including changes in legally mandated standards and
remediation technologies. The Company's recorded liability reflects those
specific issues where remediation activities are currently deemed to be probable
and where the cost of remediation is estimable. Management believes that the
aggregate amount of any potential liability would not have a material effect on
the Company's financial condition or results of operations.
FINANCIAL CONDITION
Management believes that the Company has adequate internal and external
resources available to meet ongoing requirements, including network expansion
and modernization, and payment of dividends. Management expects that presently
foreseeable capital requirements will be financed primarily through internally
generated funds, although additional long-term debt may be needed to fund
development activities and to maintain the Company's capital structure within
management's guidelines.
The Company's debt ratio was 43.8% at March 31, 1994, compared to 44.4% at
December 31, 1993 and 44.7% at March 31, 1993.
As of March 31, 1994, the Company had $50,000,000 remaining under a shelf
registration statement filed with the Securities and Exchange Commission.
-11-
<PAGE>
Bell Atlantic - Maryland, Inc.
PART II-OTHER INFORMATION
Item 1. Legal Proceedings
For background concerning the Company's contingent liabilities under
the Plan of Reorganization governing the divestiture by AT&T
Corporation (formerly American Telephone and Telegraph Company) of
certain assets of the former Bell System Operating Companies with
respect to private actions relating to pre-divestiture events,
including pending antitrust cases, see Item 3 of the Company's Annual
Report on Form 10-K for the year ended December 31, 1993.
Item 6. Exhibits and Reports on Form 8-K
(b) There were no Current Reports on Form 8-K filed during the
quarter ended March 31, 1994.
-12-
<PAGE>
Bell Atlantic - Maryland, Inc.
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.
BELL ATLANTIC - MARYLAND, INC.
Date: May 12, 1994 By /s/ W. M. English
------------------------------------
W. M. English
Controller
UNLESS OTHERWISE INDICATED, ALL INFORMATION IS AS OF MAY 9, 1994.
-13-
