BELLSOUTH CORP
8-K, 2000-02-09
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                 SECURITIES AND EXCHANGE COMMISSION

                       Washington, D. C. 20549



                              FORM 8-K
                           CURRENT REPORT


               Pursuant to Section 13 or 15(d) of the
                   Securities Exchange Act of 1934


               Date of Report (Date of earliest event reported):
                           February 4, 2000

                        BELLSOUTH CORPORATION
          (Exact name of registrant as specified in its charter)


         Georgia                 1-8607            58-1533433
       (State or other          (Commission      (IRS Employer
       jurisdiction of           File Number)     Identification
       incorporation)                                 No.)


Room 15G03, 1155 Peachtree Street, N. E., Atlanta, Georgia    30309-3610
       (Address of principal executive offices)               (Zip Code)


         Registrant's telephone number, including area code
                            (404) 249-2000
<PAGE>

Item 5.  Other Events

Fourth Quarter 1999 Earnings

On  February  4,  2000,  BellSouth  announced  that it will  record a  one-time,
after-tax  charge of between $60 million and $80 million in the first quarter of
2000 to reduce its domestic  workforce by  approximately  2,100  positions.  See
Exhibit 99 for a complete copy of the related press release.



February 8, 2000 Analyst Meeting Comments

Ron Dykes,  Chief Financial  Officer,  said at an analyst conference in New York
Tuesday that BellSouth expects normalized diluted EPS growth for 2000 as a whole
to be in the 10-12 percent range, which may track a quarterly trajectory similar
to last year. EPS growth for 2001 was forecast to be in the 13-15 percent range.

Mr.  Dykes also stated  that  consolidated  total  operating  revenue  growth is
targeted in the 8 to 10 percent range for both 2000 and 2001,  with data revenue
growth of approximately 30%. Operating expenses for the same period are targeted
to grow in the range of 7 to 9 percent. Capital expenditures are projected to be
$6.0 to $6.5 billion for 2000 and $5.5 to $6.0 billion for 2001.

Mr. Dykes also announced that BellSouth is studying the possibility of issuing a
tracking stock.

- --------------------------------------------------------------------------
       Cautionary Language Concerning Forward-Looking Statements
- --------------------------------------------------------------------------

Statements  that  do  not  address  historical  performance  are  based  on  our
assumptions and estimates and are subject to risks and uncertainties.  For these
statements,  we claim the  protection  of the safe  harbor  for  forward-looking
statements provided by the Private Securities Litigation Reform Act of 1995.

Factors that could affect future  operating  results and financial  position and
could cause  actual  results to differ  materially  from those  expressed in the
forward-looking statements are:

o    a change in economic conditions in domestic or international  markets where
     we operate or have material  investments  which would affect demand for our
     services;

o    the intensity of competitive  activity and its resulting  impact on pricing
     strategies and new product offerings;

o    further delay in our entry into the interLATA long distance market;

o    higher than anticipated  start-up costs or significant up-front investments
     associated with new business initiatives;

o    unanticipated   higher   capital   spending  from  the  deployment  of  new
     technologies; and

o    unsatisfactory  results in  regulatory  actions  including  access  reform,
     universal service,  terms of interconnection and unbundled network elements
     and resale rates;

This  list  of  cautionary  statements  is  not  exhaustive.   These  and  other
developments  could  cause our actual  results to differ  materially  from those
forecast or implied in the forward-looking  statements. You are cautioned not to
place undue reliance on these forward-looking statements, which are current only
as of the date of this filing.  We have no  obligation  to publicly  release the
results of any revisions to these  forward-looking  statements to reflect events
or circumstances after the date of this filing.


Item 7. Financial Statements and Exhibits

(c) Exhibits

Exhibit No.

  99           Press Release - BellSouth Streamlining Support Staff


<PAGE>


                              SIGNATURE




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.




BELLSOUTH CORPORATION


By:  /s/ W. Patrick Shannon
      W. Patrick Shannon
      Vice President and Controller
      February 4, 2000


BellSouth Streamlining Support Staff

For Immediate Release:
February 4, 2000

ATLANTA,  GA - BellSouth  said today that by  streamlining  work  processes,  it
expects to reduce its domestic workforce by approximately 2,100 positions.  As a
result,  the company  will record a  one-time,  after-tax  charge of between $60
million and $80 million in the first quarter of 2000.  Staff functions are being
consolidated as BellSouth shifts from a multiple  company  structure to a single
organization.

"Streamlining  these  organizations  will allow us to be more  responsive to our
customers'  needs," said Duane Ackerman,  chairman and chief executive  officer.
"These staffing decisions are being made with careful review and attention,  and
we are committed to making  decisions  that are fair and equitable to all of our
employees."

BellSouth  is  a  $25  billion  communications  services  company.  It  provides
telecommunications,  wireless  communications,  cable and digital TV,  directory
advertising  and  publishing,  and  Internet  and data  services to more than 37
million customers in 20 countries worldwide.

                                       ###

NOTE:  For more  information  about  BellSouth,  visit the BellSouth Web page at
http://www.bellsouth.com. Also, BellSouth news releases dating back one year are
available by fax at no charge by calling  1-800-758-5804,  ext. 095650 or write:
for Atlanta releases 1155 Peachtree St., N.E.;  Atlanta,  Ga. 30309-3610 and for
DC releases; 1133 21st St., N.W.; Suite 900; Washington, D.C. 20036.



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