<PAGE> Cover
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM 10-K/A
AMENDMENT TO REPORT
Filed pursuant to Section 12, 13 or 15(d) of the Securities
Exchange act of 1934
AMERITECH CORPORATION
Amendment No. 2
The undersigned registrant hereby files the following exhibits to
its Annual Report on Form 10-K for the fiscal year ended December 31,
1993:
Index to Exhibits
Exhibit 99c - Form 11-K Annual Report for the fiscal year ended
December 31, 1993, of the Old Heritage Advertising & Publishers,
Inc. Profit Sharing Plan;
Exhibit 99d - Form 11-K Annual Report for the fiscal year ended
December 32, 1993, of the DonTech Profit Participation Plan.
Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has duly caused this amendment to be signed on its
behalf by the undersigned, thereunto duly authorized.
Ameritech Corporation
By /s/ Bruce B. Howat
Bruce B. Howat
Secretary
Dated: June 28, 1994
<PAGE> i
EXHIBIT INDEX
Exhibit Number
3a _ Certificate of Incorporation of the Company as amended
on April 26, 1991 (Exhibit 3a to Form 10-K for 1991,
File No. 1-8612).
3b _ By-Laws of the Company, as amended on April 15, 1992
(Exhibit 3b to Form 10-K for 1992, File No. 1-8612).
4b _ No instrument which defines the rights of holders of
long and intermediate term debt of the Company and all
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.
10a _ Reorganization and Divestiture Agreement between
American Telephone and Telegraph Company and the
Company and Affiliates, dated as of November 1, 1983 (
Exhibit 10a to Form 10-K for 1983, File No. 1-8612).
10b _ 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 10j to
Form 10-K for 1983, File No. 1-8612).
10aa _ Ameritech Senior Management Short Term Incentive Plan
as amended and restated effective as of January 1, 1992
(Exhibit 10aa to Form 10-K for 1991, File No. 1-8612).
10bb _ Ameritech Long Term Incentive Plan as amended and
restated effective as of January 1, 1992 (Exhibit 10bb
to Form 10-K for 1991, File No. 1-8612).
10bb-1 _ First Amendment to Long Term Incentive Plan.
10cc _ Ameritech Senior Management Life Insurance Plan
Agreements (Exhibit 10cc to Form 10-K for 1990, File
No. 1-8612).
10dd _ Ameritech Senior Management Long Term Disability Plan
as amended and restated effective as of January 1, 1992
(Exhibit 10dd to Form 10-K for 1991, File No. 1-8612).
10ee _ Ameritech Senior Management Transfer Program as amended
and restated effective as of January 1, 1992 (Exhibit
10ee to Form 10-K for 1991, File No. 1-8612).
10ff _ Ameritech Perquisite Program (Exhibit 10ff to Form 10-K
for 1991, File No. 1-8612).
10gg _ Ameritech Deferred Compensation Plan for Non-Employee
Directors (Exhibit 10gg to Form 10-K for 1985, File
No. 1-8612).
10gg-1_ First Amendment of Deferred Compensation Plan for
Non-Employee Directors (Exhibit 10gg-1 to Form 10-K for
1986, File No. 1-8612).
10gg-2_ First Amendment of American Information Technologies
Corporation Deferred Compensation Plan for Non-Employee
Directors effective as of January 1, 1989
(Exhibit 10gg-2 to Form 10-K for 1988, File No. 1-
8612).
10gg-3_ Second Amendment of American Information Technologies
Corporation Deferred Compensation Plan for Non-Employee
Directors (Exhibit 10gg-3 to Form 10-K for 1990, File
No. 1-8612).
10gg-4_ Third Amendment of American Information Technologies
Corporation Deferred Compensation Plan for Non-Employee
Directors (Exhibit 10gg-4 to Form 10-K for 1990, File
No. 1-8612).
10gg-5_ Fourth Amendment of American Information Technologies
Corporation Deferred Compensation Plan for Non-Employee
Directors (Exhibit 10gg-5 to Form 10-K for 1992, File
No. 1-8612).
10hh _ Ameritech Plan for Non-Employee Directors' Travel
Accident Insurance (Exhibit 10hh to Registration
Statement No. 2-87838).
10ii _ Ameritech Management Supplemental Pension Plan as
amended through the Seventh Amendment (Exhibit 10ii to
Form 10-K for 1991, File No. 1-8612).
10ii-1_ Eighth Amendment of Ameritech Management Supplemental
Pension Plan (Exhibit 10ii-1 to Form 10-K for 1991,
File No. 1-8612).
10ii-2_ Ninth Amendment of Ameritech Management Supplemental
Pension Plan (Exhibit 10ii-2 to Form 10-K for 1991,
File No. 1-8612).
10ii-3_ Tenth Amendment to Ameritech Management Supplemental
Pension Plan.
10ii-4_ Eleventh Amendment to Ameritech Management Supplemental
Pension Plan.
10ii-5_ Twelfth Amendment to Ameritech Management Supplemental
Pension Plan.
10jj _ Ameritech Senior Management Retirement and Survivor
Protection Plan as amended and restated effective as of
January 1, 1992 (Exhibit 10jj to Form 10-K for 1991,
File No. 1-8612).
10jj-1_ First Amendment to Ameritech Senior Management
Retirement and Survivor Protection Plan (Exhibit 10jj-1
to Form 10-K for 1992, File No. 1-8612).
10jj-2_ First Administrative Amendment to Ameritech Senior
Management Retirement and Survivor Protection Plan
(Exhibit 10jj-2 to Form 10-K for 1992, File
No. 1-8612).
10jj-3_ Second Administrative Amendment to Ameritech Senior
Management Retirement and Survivor Protection Plan.
10jj-4_ Fourth Administrative Amendment to Ameritech Senior
Management Retirement and Survivor Protection Plan.
10kk _ Ameritech Senior Management Supplemental Savings and
Deferral Plan as amended and restated effective as of
January 1, 1992 (Exhibit 10kk to Form 10-K for 1991,
File No. 1-8612).
10ll _ Ameritech Stock Retirement Plan for Non-Employee
Directors (Exhibit 10ll to Form 10-K for 1986, File
No. 1-8612).
10ll-1_ First Amendment of Ameritech Stock Retirement Plan for
Non-Employee Directors (Exhibit 10ll-1 to Form 10-K for
1988, File No. 1-8612).
10ll-2_ Second Amendment of Ameritech Stock Retirement Plan for
Non-Employee Directors (Exhibit 10ll-2 to Form 10-K for
1989, File No. 1-8612).
10mm _ Agreement Regarding Change in Control dated as of
January 19, 1994 between the Company and Richard C.
Notebaert, together with a schedule identifying other
documents.
10nn _ Ameritech Senior Management Severance Pay Plan and
amended and restated effective as of January 1, 1992
(Exhibit 10nn to Form 10-K for 1991, File No. 1-8612).
10oo _ Ameritech 1989 Long Term Incentive Plan as amended and
restated effective as of January 1, 1992 (Exhibit 10oo
to Form 10-K for 1991, File No. 1-8612).
10oo-1_ First Amendment to 1989 Long Term Incentive Plan.
10pp _ Ameritech (Subsidiary) Senior Management Short Term
Incentive Plan as amended and restated effective
January 1, 1992 (Exhibit 10pp to Form 10-K for 1991,
File No. 1-8612).
10qq _ Ameritech (Subsidiary) Senior Management Transfer
Program as amended and restated effective as of January
1, 1992 (Exhibit 10qq to Form 10-K for 1991, File No. 1-
8612).
10rr _ Ameritech Key Management Life Insurance Plan (Exhibit
10rr to Form 10-K for 1991, File No. 1-8612).
10rr-1_ First Administrative Amendment to Ameritech Key
Management Life Insurance Plan.
10ss _ Ameritech Estate Preservation Plan (Exhibit 10ss to
Form 10-K for 1991, File No. 1-8612).
10ss-1_ First Administrative Amendment to Ameritech Estate
Preservation Plan.
10tt _ Ameritech Senior Management Severance Pay Trust as
amended through the First Amendment (Exhibit 10tt to
Form 10-K for 1991, File No. 1-8612).
10tt-1_ Second Amendment to Ameritech Senior Management
Severance Pay Trust (Exhibit 10tt-1 to Form 10-K for
1991, File No. 1-8612).
10uu _ Ameritech Management Employees Benefit Protection Trust
as amended through the First Amendment (Exhibit 10uu to
Form 10-K for 1991, File No. 1-8612).
10uu-1_ Second Amendment to Ameritech Management Employees
Benefit Protection Trust (Exhibit 10uu-1 to Form 10-K
for 1991, File No. 1-8612).
10vv _ Employment Agreement dated as of October 21, 1992
between the Company and William L. Weiss (Exhibit 10vv
to Form 10-K for 1992, File No. 1-8612).
10ww _ Agreement Regarding Change in Control dated as of
January 19, 1994 between the Company and Richard H.
Brown, together with schedule identifying other
documents.
11a _ Statement re: computation of primary earnings per
share.
11b _ Statement re: computation of fully diluted earnings per
share.
12 _ Computation of ratio of earnings to fixed charges for
the five years ended December 31, 1993.
13 _ Portions of Ameritech's annual report to security
holders for the year ended December 31, 1993.
21 _ Subsidiaries of the Company.
23 _ Consent of Arthur Andersen & Co.
24 _ Powers of Attorney.
99a _ Form 11-K Annual Report for the fiscal year ended
December 31, 1993 of the Ameritech Savings Plan for
Salaried Employees, to be filed by amendment.
99b _ Form 11-K Annual Report for the fiscal year ended
December 31, 1993 of the Ameritech Savings and Security
Plan (Non-Salaried Employees), to be filed by
amendment.
99c _ Form 11-K Annual Report for the fiscal year ended
December 31, 1993 of the Old Heritage Advertising &
Publishers, Inc. Profit Sharing Plan, to be filed by
amendment.
99d _ Form 11-K Annual Report for the fiscal year ended
December 31, 1993 of the DonTech Profit Participation
Plan, to be filed by amendment.
<PAGE> Cover
Form 11-K
(Mark one)
( x ) ANNUAL REPORT
Pursuant to Section 15(d) of the
Securities Exchange Act of 1934 [Fee Required]
For the fiscal year ended December 31, 1993
or
( x ) TRANSITION REPORT
Pursuant to Section 15(d) of the
Securities Exchange Act of 1934 [No Fee Required]
Commission File Number 1-8612
OLD HERITAGE ADVERTISING & PUBLISHERS,INC.
PROFIT SHARING PLAN
14535 Manchester Road, Manchester Missouri 63011
AMERITECH CORPORATION
30 South Wacker Drive, Chicago, Illinois 60606
<PAGE>
OLD HERITAGE ADVERTISING & PUBLISHERS, INC.
401(k) PROFIT SHARING PLAN AND TRUST
- CONTENTS -
PAGE NUMBER
Independent Auditors' Report 1
Financial Statements:
Statement of Net Assets Available for Plan Benefits
at December 31, 1993 2
Statement of Changes in Net Assets Available for Plan
Benefits for the year ended December 31, 1993 3
Statement of Net Assets Available for Plan Benefits
at December 31, 1992 4
Statement of Changes in Net Assets Available for Plan
Benefits for the year ended December 31, 1992 5
Statement of Changes in Net Assets Available for Plan
Benefits for the year ended December 31, 1991 6
Notes to Financial Statements 7 - 14
Additional Information:
Schedule of Assets Held for Investment Purposes 15
Schedule of Reportable Transactions 16
<PAGE> 1
(LETTERHEAD)
Independent Auditors' Report
To the Ameritech Benefit Plan Committee
Chicago, Illinois
We have audited the accompanying statements of net assets available for
plan benefits of OLD HERITAGE ADVERTISING & PUBLISHERS, INC. 401(k)
PROFIT SHARING PLAN AND TRUST as of December 31, 1993 and 1992, and the
related statements of changes in net assets available for plan benefits
for the years ended December 31, 1993, 1992 and 1991. These financial
statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements
based on our audit.
We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We believe
that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the net assets available for plan
benefits of OLD HERITAGE ADVERTISING & PUBLISHERS, INC. 401(k) PROFIT
SHARING PLAN AND TRUST as of December 31, 1993 and 1992, and the
changes in net assets available for plan benefits for the years ended
December 31, 1993, 1992 and 1991, in conformity with generally accepted
accounting principles.
Our audit was made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of
assets held for investment purposes and schedule of investments both
acquired and disposed in the Plan year are presented for purposes of
complying with the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security
Act of 1974 and are not a required part of the basic financial
statements. The supplemental schedules have been subjected to the
auditing procedures applied in the examination of the basic financial
statements and, in our opinion, are fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.
PERRIN, FORDREE & COMPANY, P.C.
/s/ Perrin, Fordress & Company, P.C.
Troy, Michigan
March 24, 1994
<pages> 2-16
The financial statements and notes to financial statements which are a
part of this report are filed under separate cover of Form SE.
<PAGE> 17
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Benefit Plan Committee has duly caused this annual report to be
signed by the undersigned thereunto duly authorized.
OLD HERITAGE ADVERTISING & PUBLISHERS,
INC. PROFIT SHARING PLAN
By the Ameritech Benefit Plan
Committee
By /s/ Walter M. Oliver
Walter M. Oliver, Chairman
June 28, 1994
<PAGE>
(LETTERHEAD)
CONSENT OF INDEPENDENT ACCOUNTANTS
As independent public accountants, we hereby consent to the
incorporation by reference of our report dated March 24, 1994, of Old
Heritage Advertising & Publishers, Inc. Profit Sharing Plan included in
this Form 11-K for the year ended December 31, 1993, into Ameritech
Corporation's previously filed Registration Statement File No. 33-
47608.
PERRIN, FORDREE & COMPANY, P.C.
s/s Perrin, Fordree & Company, P.C.
Troy, Michigan
March 24, 1994
<PAGE> Cover
Form 11-K
(Mark one)
( x ) ANNUAL REPORT
Pursuant to Section 15(d) of the
Securities Exchange Act of 1934 [Fee Required]
For the fiscal year ended December 31, 1993
or
( x ) TRANSITION REPORT
Pursuant to Section 15(d) of the
Securities Exchange Act of 1934 [No Fee Required]
Commission File Number 1-8612
DonTech Profit Participation Plan
205 North Michigan Avenue, Chicago, Illinois 60601
AMERITECH CORPORATION
30 South Wacker Drive, Chicago, Illinois 60606
<PAGE> 1
SIGNATURES
Pursuant to requirements of the Securities Exchange Act of 1934, the AM-
DON general partnership (the administrator of the DonTech Profit
Participation Plan) has duly caused this annual repeort to be signed on
its behalf by the undersigned hereunto duly authorized.
DonTech Profit Participation Plan
(Name of Plan)
BY: /s/ Reid Simpson
Reid Simpson
Vice President-Finance
and Chief Financial Officer
Date: June 23, 1994
<PAGE> 2
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in (i) the registration
statement of Ameritech Corporation on Form S-8 (File No. 33-49036), and
(ii) the registration statement of the Dun & Bradstreet Corporation on
Form S-8 (File No. 33-49060), of our report dated June 22, 1994 on our
audits of the financial statements of the DonTech Profit Participation
Plan as of December 31, 1993 and 1992, and for the year ended December
31, 1993, which report is included in this annual report on Form 11-K.
s/s Coopers & Lybrand
New York, New York
June 23, 1994
<PAGE> F-1
DONTECH PROFIT PARTICIPATION PLAN
INDEX TO FINANCIAL STATEMENTS
Pages F-
Report of Independent Accountants 2
Statement of Assets Available for Plan Benefits as
of December 31, 1993 and 1992 3-4
Statement of Changes in Assets Available for Plan
Benefits for the year ended December 31, 1993 5
Notes to Financial Statements 6-11
<PAGE> F-2
REPORT OF INDEPENDENT ACCOUNTANTS
To the Employee Benefits Committee of The Board of Directors of
AM-DON GENERAL PARTNERSHIP
We have audited the accompanying statement of net assets available
for plan benefits of the DONTECH PROFIT PARTICIPATION PLAN (the "Plan")
as of December 31, 1993 and 1992, and the related statement of changes
in net assets available for plan benefits for the year ended December
31, 1993. These financial statements are the responsibility of the
Plan's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and perform
the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for
our opinion.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the net assets available for benefits
of the Plan as of December 31, 1993 and 1992, and changes in its net
assets available for benefits for the year ended December 31, 1993 in
conformity with generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on
the basic financial statements taken as a whole. The fund information
in the statement of net assets available for benefits as of December
31, 1993 and 1992 and the statement of changes in net assets available
for benefits for the year ended December 31, 1993 is presented for
purposes of additional analysis rather than to present the net assets
available for plan benefit and changes in net assets available for plan
benefits of each fund. The fund information has been subjected to the
auditing procedures applied in the audits of the basic financial
statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.
/s/ Coopers & Lybrand
New York, New York
June 22, 1994.
<pages> F-3 - F-11
The financial statements and notes to financial statements which are a
part of this report are filed under separate cover of Form SE.
