<PAGE>1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended March 31, 1995
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 1-2222
ILLINOIS BELL TELEPHONE COMPANY
(Incorporated under the laws of the State of Illinois)
225 W. Randolph Street, Chicago, Illinois 60606
I.R.S. Employer Identification Number 36-1253600
Telephone Number - (312) 727-9411
THE REGISTRANT, A WHOLLY OWNED SUBSIDIARY OF AMERITECH 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 .
At April 28, 1995, 81,938,121 common shares were outstanding.
<PAGE>
<PAGE>2
PART I - FINANCIAL INFORMATION
The following condensed financial statements have been prepared by Illinois
Bell Telephone Company (the Company) pursuant to the rules and regulations
of the Securities and Exchange Commission (SEC) and, in the opinion of the
Company, include all adjustments (consisting only of normal recurring
adjustments) necessary for a fair statement of results for each period
shown. 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. These financial
statements should be read in conjunction with the financial statements and
notes thereto included in the Company's latest Annual Report on Form 10-K.
CONDENSED STATEMENTS OF INCOME AND REINVESTED EARNINGS (DEFICIT)
(Millions of Dollars)
(Unaudited)
Three Months Ended
March 31
1995 1994
Revenues. . . . . . . . . . . . . . . . . $ 809.3 $804.3
------- ------
Operating Expenses
Employee-related expenses . . . . . . . 199.7 208.7
Depreciation and amortization . . . . . 128.8 127.5
Other operating expenses. . . . . . . . 243.8 232.8
Restructuring (credit) charge . . . . . (76.9) 137.8
Taxes other than income taxes . . . . . 17.2 20.1
------- ------
512.6 726.9
------- ------
Operating income. . . . . . . . . . . . . 296.7 77.4
Interest expense. . . . . . . . . . . . . 28.7 24.8
Other expense, net. . . . . . . . . . . . 0.1 --
------- ------
Income before income taxes. . . . . . . . 267.9 52.6
Income taxes. . . . . . . . . . . . . . . 100.8 17.9
------- ------
Net income. . . . . . . . . . . . . . . . 167.1 34.7
Reinvested earnings (deficit),
beginning of period. . . . . . . . . . . (608.5) 133.2
Less, dividends . . . . . . . . . . . . 134.5 97.9
------- ------
Reinvested earnings (deficit),
end of period. . . . . . . . . . . . . . $(575.9) $ 70.0
======= ======
See Notes to Condensed Financial Statements.
<PAGE>
<PAGE>3
CONDENSED BALANCE SHEETS
(Dollars in Millions)
March 31, 1995 Dec. 31, 1994
(Unaudited) (Derived from
Audited
Financial
Statements)
ASSETS
Current assets
Cash and temporary cash investments. . . . . . $ 0.1 $ 7.1
Receivables, net
Customers . . . . . . . . . . . . . . . . . . 556.2 628.4
Ameritech and affiliates. . . . . . . . . . . 16.2 28.0
Other . . . . . . . . . . . . . . . . . . . . 25.9 39.8
Material and supplies. . . . . . . . . . . . . 11.1 11.8
Prepaid and other. . . . . . . . . . . . . . . 15.0 23.7
-------- --------
624.5 738.8
-------- --------
Property, plant and equipment . . . . . . . . . 8,281.1 8,196.1
Less, accumulated depreciation. . . . . . . . . 4,498.9 4,386.6
-------- --------
3,782.2 3,809.5
-------- --------
Investments, principally in affiliates. . . . . 77.5 89.1
Other assets and deferred charges . . . . . . . 245.2 159.9
-------- --------
Total assets. . . . . . . . . . . . . . . . . . $4,729.4 $4,797.3
======== ========
See Notes to Condensed Financial Statements.
<PAGE>
<PAGE>4
CONDENSED BALANCE SHEETS (continued)
(Dollars in Millions)
March 31, 1995 Dec. 31, 1994
(Unaudited) (Derived from
Audited
Financial
Statements)
LIABILITIES AND SHAREOWNER'S EQUITY
Current liabilities
Debt maturing within one year
Ameritech . . . . . . . . . . . . . . . . . . $ 433.5 $ 476.7
Other . . . . . . . . . . . . . . . . . . . . 31.3 31.2
Accounts payable
Ameritech Services, Inc. (ASI). . . . . . . . 139.5 247.5
Ameritech and affiliates. . . . . . . . . . . 15.7 24.3
Other . . . . . . . . . . . . . . . . . . . . 158.8 235.5
Other current liabilities. . . . . . . . . . . 508.1 398.9
-------- --------
1,286.9 1,414.1
-------- --------
Long-term debt. . . . . . . . . . . . . . . . . 1,062.0 1,062.2
-------- --------
Deferred credits and other long-term liabilities
Accumulated deferred income taxes. . . . . . . 179.2 146.0
Unamortized investment tax credits . . . . . . 71.5 75.2
Postretirement benefits other than pensions. . 917.8 918.0
Long-term payable to ASI . . . . . . . . . . . 27.3 29.1
Other. . . . . . . . . . . . . . . . . . . . . 55.8 56.4
-------- --------
1,251.6 1,224.7
-------- --------
Shareowner's equity
Common shares - ($20 par value;
100,000,00 shares authorized;
81,938,121 issued and outstanding). . . . . . 1,638.8 1,638.8
Proceeds in excess of par value. . . . . . . . 66.0 66.0
Reinvested deficit . . . . . . . . . . . . . . (575.9) (608.5)
-------- --------
1,128.9 1,096.3
-------- --------
Total liabilities and shareowner's equity . . . $4,729.4 $4,797.3
======== ========
See Notes to Condensed Financial Statements.
<PAGE>
<PAGE>5
CONDENSED STATEMENTS OF CASH FLOWS
(Dollars in Millions)
(Unaudited)
Three Months Ended
March 31,
1995 1994
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income. . . . . . . . . . . . . . . . . . . $167.1 $ 34.7
Adjustments to net income:
Restructuring (credit) charge, net of tax . . (46.4) 83.0
Depreciation and amortization . . . . . . . . 128.8 127.5
Deferred income taxes, net. . . . . . . . . . 2.7 (1.0)
Investment tax credits, net . . . . . . . . . (3.7) (4.0)
Interest during construction. . . . . . . . . (0.6) (0.6)
Provision for uncollectibles. . . . . . . . . 11.6 12.1
Change in accounts receivable . . . . . . . . 86.4 (13.8)
Change in material and supplies . . . . . . . 0.1 0.7
Change in certain other current assets. . . . 24.7 2.4
Change in accounts payable. . . . . . . . . . (204.0) (6.8)
Change in certain other current liabilities . 95.5 41.6
Change in certain other noncurrent
assets and liabilities . . . . . . . . . . . (25.1) (8.4)
Other . . . . . . . . . . . . . . . . . . . . 11.5 11.0
------ ------
Net cash from operating activities. . . . . . . 248.6 278.4
------ ------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures. . . . . . . . . . . . . . (103.4) (130.7)
Proceeds from (cost of) disposals of
property, plant and equipment. . . . . . . . . 3.2 (1.1)
------ ------
Net cash from investing activities. . . . . . . (100.2) (131.8)
------ ------
CASH FLOWS FROM FINANCING ACTIVITIES:
Intercompany financing, net . . . . . . . . . . (43.2) 77.0
Issuance of long-term debt. . . . . . . . . . . -- 196.1
Retirements of long-term debt . . . . . . . . . (0.2) (300.3)
Dividend payments . . . . . . . . . . . . . . . (112.0) (106.3)
------ ------
Net cash from financing activities. . . . . . . (155.4) (133.5)
------ ------
Net (decrease) increase in cash and
temporary cash investments . . . . . . . . . . (7.0) 13.1
Cash and temporary cash investments at
beginning of period. . . . . . . . . . . . . . 7.1 14.7
------ ------
Cash and temporary cash investments at
end of period. . . . . . . . . . . . . . . . . $ 0.1 $ 27.8
====== ======
See Notes to Condensed Financial Statements.
<PAGE>
<PAGE>6
NOTES TO CONDENSED FINANCIAL STATEMENTS
(Dollars in Millions)
MARCH 31, 1995
NOTE 1: Work Force Restructuring
During March 1994, the Company's parent, Ameritech Corporation, announced
its plan to reduce its existing nonmanagement work force. Approximately
11,500 employees are expected to leave under this program, including 3,258
employees of the Company. Under terms of agreements between Ameritech, the
Communications Workers of America (CWA) and the International Brotherhood
of Electrical Workers (IBEW), Ameritech implemented an enhancement to the
Ameritech Pension Plan by adding three years to both the age and the net
credited service of eligible nonmanagement employees who leave the business
during a designated period that ends in mid-1995. In addition, certain
business units are offering financial incentives under terms of the current
contracts with the CWA and IBEW to selected nonmanagement employees who
leave the business before the end of 1995. See additional discussion in
Management's Discussion and Analysis below.
As a result of the restructuring, a pretax charge of $137.8, or $83.0
after-tax, was recorded in the first quarter 1994. In the first quarter
1995, a gain of $76.9 or $46.4 after-tax, was recorded resulting primarily
from settlement gains from lump-sum pension payments from the Ameritech
pension plan to former employees. The cumulative gross program costs
through March 31, 1995 totaled $290.9, partially offset by settlement gains
of $171.3 for an aggregate pretax net program cost of $119.6, or $72.0
after-tax. At March 31, 1995, the remaining severance accrual was $10.2.
As of March 31, 1995, 2,799 employees have left the Company as a result of
the restructuring, with 459 expected to leave later in 1995.
NOTE 2: Discontinuation of FAS 71 and Reclassifications
As discussed more fully in the 1994 Annual Report on Form 10-K, during the
fourth quarter of 1994, the Company incurred an extraordinary noncash
after-tax charge of $728.6 as a result of its decision to discontinue the
application of Statement of Financial Accounting Standards No. 71 (FAS 71),
"Accounting for the Effects of Certain Types of Regulation."
The principal component of the above charge related to a determination that
telephone plant asset lives were too long and analog switches were
obsolete. The net effect of this determination is causing 1995
depreciation expense to decrease. Long-term, depreciation expense will
increase as the effects of shorter lives on plant assets and future plant
additions offset the discontinuation of depreciation of analog switches.
The following is a summary of average lives of property, plant and
equipment after the discontinuation of FAS 71:
<PAGE>
<PAGE>7
Asset Category Average Life
Central office equipment
Digital switching. . . . . . . . . . . . . . . . 7
Analog switching . . . . . . . . . . . . . . . . obsolete
Circuit accounts . . . . . . . . . . . . . . . . 7
Copper and fiber cable and wire facilities . . . . 15
All other. . . . . . . . . . . . . . . . . . . . . various
Certain additional financial statement impacts occur as a result of no
longer following FAS 71, including the provision for uncollectibles,
previously shown as a reduction in other revenues, has been reclassified to
other operating expenses.
NOTE 3: Sale of Wholly Owned Subsidiary
Subsequent to March 31, 1995, the Company sold its wholly owned subsidiary,
Illinois Bell Administration Center, Inc. (IBAC), which held a limited
partnership interest in a real estate venture, and realized an immaterial
gain on the transaction. This sale did not have a material impact on the
financial statements of the Company.
<PAGE>
<PAGE>8
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
(Dollars in Millions)
The following is a discussion and analysis of the changes in revenues,
operating expenses and other income and expenses for the first three months
of 1995 as compared with the first three months of 1994:
Results of Operations
Revenues
Total revenues in the first three months of 1995 were $809.3 and were
$804.3 for the same period in 1994. The following paragraphs explain the
components of that change.
Local service
March 31 Increase Percent
1995 1994 (Decrease) Change
Three Months Ended $464.0 $472.5 $(8.5) (1.8)
The decrease in local service revenues in the first quarter 1995 was
primarily attributable to rate reductions of $21.2 which resulted from
regulatory proceedings which adopted price regulation in place of rate-of-
return regulation and removed limits on intrastate earnings. This decrease
was primarily offset by higher network volumes which increased local
service revenues by $13.1. The increased network volumes resulted
principally from growth in the number of access lines, which increased 3.6
percent to 6,040,701 as of March 31, 1995 as compared with March 31, 1994,
as well as increased volumes and greater sales of special calling features,
such as Call Forwarding and Caller ID.
<PAGE>
<PAGE>9
Network access
March 31 Increase Percent
1995 1994 (Decrease) Change
Interstate
Three Months Ended $189.9 $180.7 $ 9.2 5.1
Intrastate
Three Months Ended $ 21.9 $ 23.7 $(1.8) (7.6)
The increase in interstate network access revenues for the three months
ended March 31, 1995 was primarily due to higher network usage, which
resulted in additional revenues of $12.2, and a reduction in NECA common
line pool support payments of $4.5. Partially offsetting these increases
were net rate reductions of $8.4. Minutes of use related to interstate
calls increased 4.8 percent in 1995. See additional discussion below
regarding Ameritech's interstate access price cap filing.
The decrease in intrastate network access revenues for the three months
ended March 31, 1995 was primarily due to rate reductions of $2.0 which
resulted from regulatory proceedings which adopted certain regulatory
freedoms as previously discussed. Higher network usage resulted in
additional revenues of $0.3 which partially offset these decreases.
Minutes of use related to intrastate calls increased 11.5 percent in 1995.
___________________________________________________________________________
Long distance service
March 31 Increase Percent
1995 1994 (Decrease) Change
Three Months Ended $56.8 $54.9 $1.9 3.5
The increase in long distance service revenues for the three months ended
March 31, 1995 was primarily attributable to net rate increases of $1.1 and
by $0.4 due to higher intrastate network usage.
___________________________________________________________________________
Other
March 31 Increase Percent
1995 1994 (Decrease) Change
Three Months Ended $76.7 $72.5 $4.2 5.8
Other revenues include revenues derived from directory advertising, billing
and collection services, inside wire installation and maintenance services
and other miscellaneous services. The increase in other revenues was
primarily due to rate increases in inside wire of $5.2, as well as growth
in voice messaging and wire maintenance services. Partially offsetting
these increases was a decrease of $1.5 in intercompany rent revenues from a
change in methodology in the way the Company accounts for these revenues.
In 1995, these revenues were reflected as credits to expense, whereas in
1994, such amounts were included in other revenues.
<PAGE>
<PAGE>10
Operating expenses
Total operating expenses for the three months ended March 31, 1995
decreased by $214.3 or 29.5 percent. The decrease was almost entirely
attributable to the 1994 work force restructuring, which resulted in a
credit of $76.9 in the first quarter of 1995 related to the settlement
gains previously discussed compared with a first quarter 1994 charge of
$137.8.
___________________________________________________________________________
Employee-related expenses
March 31 Increase Percent
1995 1994 (Decrease) Change
Three Months Ended $199.7 $208.7 $(9.0) (4.3)
The decrease in employee-related expenses for the three months ended
March 31, 1995 was attributable primarily to the effect of work force
reductions over the past year of $18.9, as well as reduced bonus accruals
and pension and other benefits of $5.5. Partially offsetting these
decreases were the effects of higher wage rates, increased overtime
payments and other benefits of $15.4.
There were 15,244 employees at March 31, 1995, compared with 17,555 at
March 31, 1994.
___________________________________________________________________________
Depreciation and
amortization expense
March 31 Increase Percent
1995 1994 (Decrease) Change
Three Months Ended $128.8 $127.5 $1.3 1.0
The small increase in depreciation and amortization expense for the three
months ended March 31, 1995 was principally due to the change in
depreciation rates of $2.5 as a result of shortening telephone plant asset
lives in connection with the discontinuance of Statement of Financial
Accounting Standards No. 71 (FAS 71), "Accounting for the Effects of
Certain Types of Regulation," in the fourth quarter of 1994, partially
offset by the cessation of depreciation of analog switches determined to be
obsolete at that time.
<PAGE>
<PAGE>11
Other operating expenses
March 31 Increase Percent
1995 1994 (Decrease) Change
Three Months Ended $243.8 $232.8 $11.0 4.7
The increase in other operating expenses for the three months ended
March 31, 1995 was primarily attributable to higher affiliate services
expenses of $25.3, resulting from increased billings from Ameritech
Services, Inc. (ASI) as business unit expenses, primarily for contract and
professional services, have shifted to that entity, and advertising
expenses of $6.3, resulting from increased marketing efforts. These
increases were partially offset by a net decrease of $20.0 in expenses for
material and supplies, contract and professional services, as discussed
above, and bad debt expense reflecting increased collection efforts.
___________________________________________________________________________
Restructuring (credit) charge
March 31 Increase Percent
1995 1994 (Decrease) Change
Three Months Ended $(76.9) $137.8 $(214.7) n/a
As discussed in Note 1, Ameritech announced in March 1994 that it intended
to reduce its nonmanagement work force by 6,000 employees (1,560 at the
Company) by the end of 1995. Reduction of the work force results from the
Company's implementation of technological improvements, consolidations and
initiatives to balance the cost structure with emerging competition.
Ameritech now expects its nonmanagement work force to be reduced by about
11,500 employees through 1995 instead of the 6,000 originally estimated in
March, including 3,258 at the Company. A pretax charge of $137.8 related
to the original estimated work force reduction was recorded in the first
quarter of 1994, with additional charges later in 1994. A noncash
settlement gain of $76.9 was recorded in the first quarter of 1995
associated with lump-sum pension payments to former employees. Future
settlement gains (estimated at $15.0) are anticipated.
Actual employee reductions by quarter were: 451 in the second quarter of
1994, 822 in the third quarter of 1994, 1,427 in the fourth quarter of 1994
and 99 in the first quarter of 1995. Estimates for the remainder of 1995
are 224 in the second quarter and 235 in the third quarter. Cash
requirements to fund the financial incentives (principally contractual
termination payments totaling approximately $54.7) are being met as
prescribed by applicable collective bargaining agreements. Certain of
these collective bargaining agreements require contractual termination
payments to be paid in a manner other than lump-sum, thus requiring cash
payments beyond an employee's termination date.
This program will reduce annual employee-related costs by approximately $50
thousand per departing employee. The projected savings may be partially
offset by the hiring of new employees with better matched skills to
accommodate growth, ensure high quality customer service and meet staffing
requirements for new business opportunities.
<PAGE>
<PAGE>12
Taxes other than income taxes
March 31 Increase Percent
1995 1994 (Decrease) Change
Three Months Ended $17.2 $20.1 $(2.9) (14.4)
The decrease in taxes other than income taxes for the three months ended
March 31, 1995 is primarily attributable to lower capital stock taxes of
$1.9. Also contributing to the decrease are lower municipal taxes of $0.9
resulting from a change in the method of assessing these taxes.
___________________________________________________________________________
Other Income and Expenses
Interest expense
March 31 Increase Percent
1995 1994 (Decrease) Change
Three Months Ended $28.7 $24.8 $3.9 15.7
The increase in interest expense for the three months ended March 31, 1995
was primarily due to the increase in short-term interest rates, partially
offset by lower average debt balances. Also contributing to the increase
were increased costs related to the corporate-owned life insurance program.
___________________________________________________________________________
Other expense, net
March 31 Increase Percent
1995 1994 (Decrease) Change
Three Months Ended $0.1 $-- $0.1 n/a
Other expense, net includes equity earnings in affiliates, interest income
and other nonoperating items. The change in other expense, net results
primarily from decreased equity earnings from ASI.
<PAGE>
<PAGE>13
Income taxes
March 31 Increase Percent
1995 1994 (Decrease) Change
Three Months Ended $100.8 $17.9 $82.9 n/a
The increase in income taxes for the three months ended March 31, 1995 was
due primarily to the change in pretax income as a result of the work force
restructuring credit of $76.9 ($46.4 after-tax) in the first quarter of
1995 as compared to the work force restructuring charge of $137.8 ($83.0
after-tax) in the first quarter of 1994. Excluding these items, income
taxes increased in line with the earnings in the business.
___________________________________________________________________________
Ratio of earnings to fixed charges
The ratio of earnings to fixed charges for the three months ended March 31
was 9.56 in 1995 and 2.93 in 1994. The ratio in 1995 was favorably
affected by a credit of $76.9 for work force restructuring (see prior
discussion of this item). The ratio in 1994 was adversely affected by a
$137.8 charge for work force restructuring. The work force restructuring
program has largely been funded by the Ameritech Pension Plan. After
adjustment to remove the effects of the work force restructuring, the ratio
is indicative of the Company's ability to meet its debt funding
requirements.
___________________________________________________________________________
Interstate Access Price Cap Filing
On May 9, 1995 in its annual interstate access price cap filing, Ameritech
elected the 5.3 productivity factor with no earnings sharing as allowed
under the new price cap rules of the Federal Communications Commission
(FCC). That selection, together with other index changes required by the
FCC's rules, results in annual rate reductions to the Company's customers
totaling approximately $22.6 effective August 1, 1995.
Ameritech filed a waiver request with the FCC to make an additional
downward adjustment of its indices that would have the effect of applying
the 5.3 productivity factor retroactively back to January 1, 1995. The
result would be an additional annual rate reduction for the Company's
customers of $9.1 effective August 1, 1995. In return, Ameritech would be
relieved of all sharing obligations for the entire 1995 calendar year.
<PAGE>
<PAGE>14
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
12 Computation of Ratio of Earnings to Fixed Charges for the
Three Months Ended March 31, 1995 and March 31, 1994.
(b) Reports on Form 8-K
No Form 8-K was filed by the registrant during the quarter for
which this report is filed.
<PAGE>
<PAGE>15
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.
ILLINOIS BELL TELEPHONE COMPANY
(Registrant)
Date: May 9, 1995 /s/ Richard A. Kuzmar
Richard A. Kuzmar
Vice President and Comptroller
(Principal Financial Officer)
<PAGE>
<PAGE>16
ILLINOIS BELL TELEPHONE COMPANY
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
(Dollars in Millions)
Three Months Ended
March 31
1995 1994
1. EARNINGS
a) Income before interest cost
and income taxes . . . . . . . $297.2 $78.0
b) Portion of rental expense
representative of the
interest factor (1). . . . . . 2.0 1.8
------ -----
Total 1(a) through 1(b) . . . . . . $299.2 $79.8
------ -----
2. FIXED CHARGES
a) Total interest cost including
capital lease obligations. . . $ 29.3 $25.4
b) Portion of rental expense
representative of the
interest factor (1). . . . . . 2.0 1.8
------ -----
Total 2(a) through 2(b) . . . . . . $ 31.3 $27.2
------ -----
3. RATIO OF EARNINGS TO FIXED CHARGES. 9.56 2.93
==== ====
_______________
(1) One-third of rental expense is considered to be the amount
representing return on capital.
(2) The results for the first quarter of 1995 reflect a $76.9 pretax
credit primarily from settlement gains resulting from lump-sum pension
payments from the pension plan to former employees associated with the
nonmanagement work force restructuring. Results for the first quarter
1994 reflect a $137.8 pretax charge associated with the nonmanagement
work force restructuring. Costs of the work force restructuring
program have largely been funded from the Ameritech Pension Plan.
(3) Interest cost includes capitalized interest expense.
(4) Earnings have not been adjusted to reflect the timing of dividends
received and equity in earnings of unconsolidated affiliates as the
effect on an annual basis has been insignificant.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
ILLINOIS BELL TELEPHONE COMPANY'S MARCH 31, 1995 FINANCIAL STATEMENTS
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-31-1995
<CASH> 100
<SECURITIES> 0<F1>
<RECEIVABLES> 641,700
<ALLOWANCES> 43,400
<INVENTORY> 11,100
<CURRENT-ASSETS> 624,500
<PP&E> 8,281,100
<DEPRECIATION> 4,498,900
<TOTAL-ASSETS> 4,729,400
<CURRENT-LIABILITIES> 1,286,900
<BONDS> 1,062,000
<COMMON> 1,638,800
0
0
<OTHER-SE> (509,900)
<TOTAL-LIABILITY-AND-EQUITY> 4,729,400
<SALES> 0<F2>
<TOTAL-REVENUES> 809,300
<CGS> 0<F3>
<TOTAL-COSTS> 512,600
<OTHER-EXPENSES> 100
<LOSS-PROVISION> 11,600
<INTEREST-EXPENSE> 28,700
<INCOME-PRETAX> 267,900
<INCOME-TAX> 100,800
<INCOME-CONTINUING> 167,100
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 167,100
<EPS-PRIMARY> 0.00
<EPS-DILUTED> 0.00
<FN>
<F1>SECURITIES ARE NOT MATERIAL AND THEREFORE HAVE NOT BEEN STATED SEPARATELY
IN THE FINANCIAL STATEMENTS. THIS AMOUNT IS INCLUDED IN THE "CASH" TAG.
<F2>NET SALES OF TANGIBLE PRODUCTS IS NOT MORE THAN 10% OF TOTAL OPERATING
REVENUES AND THEREFORE HAS NOT BEEN STATED SEPARATELY IN THE FINANCIAL
STATEMENTS PURSUANT TO REGULATION S-X, RULE 5-03(B). THIS AMOUNT IS
INCLUDED IN THE "TOTAL REVENUES" TAG.
<F3>COST OF TANGIBLE GOODS SOLD IS INCLUDED IN COST OF SERVICE AND PRODUCTS
IN THE FINANCIAL STATEMENTS AND THE "TOTAL COST" TAG, PURSUANT TO
REGULATION S-X, RULE 5-03(B).
</FN>
</TABLE>
