FORM 10-K/A
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
(Mark one)
( X ) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1993
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 1-1150
NEW ENGLAND TELEPHONE AND TELEGRAPH COMPANY
I.R.S. Employer
A New York Corporation Identification No. 04-1664340
125 High Street, Boston, Massachusetts 02110
Telephone Number (617) 743-9800
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange on
Title of each class which registered
See attachment New York Stock Exchange, Inc.
Securities registered pursuant to Section 12(g) of the Act: None.
THE REGISTRANT, A WHOLLY-OWNED SUBSIDIARY OF NYNEX
CORPORATION, MEETS THE CONDITIONS SET FORTH IN GENERAL
INSTRUCTION J(1)(a) AND (b) OF FORM 10-K AND IS THEREFORE FILING
THIS FORM WITH REDUCED DISCLOSURE FORMAT PURSUANT TO GENERAL
INSTRUCTION J(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.....
Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained herein,
and will not be contained, to the best of Registrant's knowledge,
in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K/A or any amendment to
this Form 10-K/A. [ ]*
*Not applicable
DOCUMENTS INCORPORATED BY REFERENCE: None
Amendment No. 2
The registrant hereby amends the following item of its Annual Report on
Form 10-K for the fiscal year ended December 31, 1993, to correct
Exhibit (23), as set forth in the pages attached hereto:
Part IV - Item 14 "Exhibits, Financial Statement Schedules and
Reports on Form 8-K"
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New England Telephone and Telegraph Company
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
New England Telephone and Telegraph Company
By Gail Deegan
Gail Deegan
Vice President, Chief Financial Officer and Treasurer
(Principal Financial and Chief Accounting Officer)
December 20, 1994
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ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K.
(a) Documents filed as part of this Annual Report on Form 10-K/A.
(1) Financial Statements. The following report and financial
statements, in response to Item 8, were previously filed on
the Registrant's 1993 Form 10-K/A, Amendment No. 1, dated
December 14, 1994 (File No. 1-1150):
Report of Independent Accountants
Statements of Income and Retained Earnings for each of
the Three Years in the Period Ended December 31, 1993
Balance Sheets as of December 31, 1993 and 1992
Statements of Cash Flows for each of the Three Years in
the Period Ended December 31, 1993
Notes to Financial Statements
Supplementary Information
Quarterly Financial Information (Unaudited)
(2) Financial Statement Schedules. The following financial
statement schedules, in response to Item 14, were previously
filed on the Registrant's 1993 Form 10-K, dated March 25,
1994 (File No. 1-1150):
V - Telephone Plant
VI - Accumulated Depreciation, Depletion, and Amortization
of Telephone Plant
VIII - Valuation and Qualifying Accounts
Financial statement schedules other than those listed above
have been omitted because the required information is
contained in the financial statements and notes thereto or
because such schedules are not required or applicable.
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(3) Exhibits. Exhibits identified in parentheses below, on file
with the Securities and Exchange Commission ("SEC"), are
incorporated herein by reference as exhibits hereto.
Exhibit
Number
(3)a Restated Certificate of Incorporation of the Company
dated August 19, 1988 (Exhibit No. (19)ii to the
Registrant's filing on Form SE dated May 2, 1989,
File No. 1-1150).
(3)b By-Laws of the Company as amended April 18, 1989
(Exhibit No. (3)b to the Registrant's filing on Form
SE, dated May 2, 1989, File No. 1-1150).
(4) No instrument which defines the rights of holders of
long-term debt of the Company is filed herewith
pursuant to Regulation S-K, Item 601(b)(4)(iii)(A).
Pursuant to this regulation, the Company hereby
agrees to furnish a copy of any such instrument to
the SEC upon request.
(10)(i)1 Reorganization and Divestiture Agreement among
American Telephone and Telegraph Company, NYNEX
Corporation and Affiliates dated as of November 1,
1983 (Exhibit No. (10)(i)1 to Form 10-K of NYNEX
Corporation for 1983, File No. 1-8608).
(10)(i)2 Shared Network Facilities Agreement among American
Telephone and Telegraph Company, AT&T Communications
of New England, Inc. and New England Telephone and
Telegraph Company dated as of November 1, 1983
(Exhibit No. (10)(i)21 to Form 10-K of NYNEX
Corporation for 1983, File No. 1-8608).
(10)(i)3 Agreement Concerning Contingent Liabilities, Tax
Matters and Termination of Certain Agreements among
American Telephone and Telegraph Company, Bell
System Operating Companies, Regional Holding
Companies and Affiliates dated as of November 1,
1983 (Exhibit No. (10)(i)8 to Form 10-K of NYNEX
Corporation for 1983, File No. 1-8608).
(10)(i)4 Post-Divestiture Shared Services Force Transfer
Agreement between American Telephone and Telegraph
Company and New England Telephone and Telegraph
Company dated as of January 1, 1984 (Exhibit
No. (10)(i)39 to Form 10-K of NYNEX Corporation for
1983, File No. 1-8608).
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(10)(i)5 Agreement Concerning the Sharing of Contingent
Liabilities dated as of January 28, 1985 (Exhibit
No. (19)(i)1 to Form 10-K of NYNEX Corporation for
1984, File No. 1-8608).
(10)(ii)(B)1 Directory License Agreement between New England
Telephone and Telegraph Company and NYNEX
Information Resources Company dated as of January 1,
1991 (Exhibit No. (10)(ii)(B)4 to the Registrant's
filing on Form SE, dated March 26, 1991, File No. 1-1150).
10)(ii)(B)2 Service Agreement concerning provision by Telesector
Resources Group, Inc. to New England Telephone and
Telegraph Company of numerous services, including
(i) purchasing, materials handling, inspection,
distribution, storage and similar services and
(ii) technical, regulatory, government relations,
marketing operational support and similar services,
dated March 31, 1992 (Exhibit No. (19)(i)1 to the
Registrant's filing on Form SE, dated March 23,
1993, File No. 1-1150).
(12) Computation of Ratio of Earnings to Fixed Charges
(Exhibit No. (12) to the Registrant's 1993 Annual
Report on Form 10-K, dated March 25, 1994, File No. 1-1150).
(23) Consent of Independent Accountants.
(24) Powers of attorney (Exhibit No. (24) to the
Registrant's 1993 Annual Report on Form 10-K, dated
March 25, 1994, File No. 1-1150).
(b) Reports on Form 8-K.
The Company's Current Report on Form 8-K, date of report
November 15, 1993 and filed November 19, 1993, reporting on
Item 5.
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Exhibit (23)
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the Registration
Statements of New England Telephone and Telegraph Company on Form S-3
(File Nos. 33-49533 and 33-50631) of our report dated February 9, 1994
on our audits of the financial statements and financial statement
schedules of New England Telephone and Telegraph Company as of
December 31, 1993 and 1992 and for each of the three years in the
period ended December 31, 1993, which report is included in the
Annual Report on Form 10-K/A, Amendment No.1, dated December 14, 1994.
Coopers & Lybrand L.L.P.
Boston, Massachusetts
December 14, 1994
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