Rule 424(b)(5) and Rule 424(c)
File No. 33-45490
File No. 33-45490-01
PRICING SUPPLEMENT NO. 23D DATED April 19, 1994
(To Prospectus Dated August 12, 1992, as supplemented by the
Prospectus Supplement Dated August 19, 1992)
SOUTHWESTERN BELL CAPITAL CORPORATION
$50,000,000
Medium-Term Notes, Series D
Due From 9 months to 30 Years From Date of Issue
Type of Note: Treasury Indexed Floating Rate
Form of Note: Book-entry
Initial Interest Rate: Constant Maturity Treasury Rate less
0.20%. The initial Constant Maturity
Treasury Rate will be set on or about
April 25, 1994 at 3:45 p.m. New York
City Time from the Constant Maturity
Treasury Rate applicable to April 22,
1994 that is set forth opposite the
Index Maturity on Telerate
Page 7055, or its successor page.
Minimum Interest Rate: 0
Price to Public: 100% of aggregate principal amount
Settlement Date: April 26, 1994
Maturity Date: April 26, 1999
Denomination: $5,000 and integral multiples of $5,000 in
excess thereof
Index Maturity: Two years
Interest Payment Dates: Quarterly on each April 26, July 26, October
26 and January 26, and on the Maturity Date.
Interest payments will include the amount of
interest accrued from and including the most
recent Interest Payment Date to which
interest has been paid (or from and including
the Original Issue Date) to but excluding the
applicable Interest Payment Date, without
adjustment for changes in the Interest
Payment Date if the scheduled Interest
Payment Date is not a Business Day.
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Interest Reset Dates: Quarterly on each April 26, July 26, October
26 and January 26, commencing on the
Settlement Date.
Record Dates: April 11, July 11, October 11 and January 11
Interest Rate following
Initial Interest Rate: Base Rate less 0.20%
Base Rate: The Base Rate shall be the Constant Maturity
Treasury Rate set forth in the Federal Reserve
Board publication H.15(519) opposite the caption
"U.S. Government/Securities/Treasury Constant
Maturities/", in the Index Maturity with respect
to the applicable Interest Determination Date. If
the H.15(519) is no longer published, the Constant
Maturity Treasury Rate shall be the rate that is
set forth on Telerate Page 7055, or its successor
page (as determined by the Treasury Rate
Determination Agent), for the applicable Interest
Determination Date opposite the applicable Index
Maturity. If no such rate is set forth, then the
Constant Maturity Treasury Rate for such Interest
Reset Date shall be established by the Treasury
Rate Determination Agent as follows. The Treasury
Rate Determination Agent will contact the Federal
Reserve Board and request the Constant Maturity
Treasury Rate, in the applicable Index Maturity,
for the Interest Reset Date. If the Federal
Reserve Board does not provide such information,
then the Constant Maturity Treasury Rate for such
Interest Reset Date will be the arithmetic mean of
quotations reported by three leading U.S.
government securities dealers (one of which may be
the Treasury Rate Determination Agent), according
to their written records, with reference to the
3:00 p.m. (New York City time) Interest
Determination Date closing bid-side yield
quotations for the noncallable U.S. Treasury Note
that is nearest in maturity to the Index Maturity,
but not less than exactly the Index Maturity and
for the noncallable U.S. Treasury Note that is
nearest in maturity to the Index Maturity, but not
more than exactly the Index Maturity. The
Treasury Rate Determination Agent shall calculate
the Constant Maturity Treasury Rate by
interpolating to the Index Maturity based on an
Actual/Actual day count basis, the yield on the
two Treasury Notes selected. If the Treasury Rate
Determination Agent cannot obtain three such
adjusted quotations, the Constant Maturity
Treasury Rate for such Interest Reset Date will be
the arithmetic mean of all such quotations, or if
only one such quotation is obtained, such
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quotation, obtained by the Treasury Rate
Determination Agent. In all events, the Treasury
Rate Determination Agent shall continue polling
dealers until at least one adjusted yield
quotation can be determined. In no event will the
coupon be less than zero. Interest will be
calculated on the basis of a year of 12 30-day
months.
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Interest Determination
Date: Ten Business Days prior to the Interest Reset Date
Redemption: The Notes are not redeemable prior to maturity.
Selling Agent: Salomon Brothers Inc
Selling Agent's
Capacity: Principal
Selling Agent's
Commission: No commission will be payable in connection with
the sale of the Notes.
Calculation Agent: Salomon Brothers Inc
Treasury Rate
Determination Agent: Salomon Brothers Inc
United States Taxation
The following discussion of the United States federal income tax
consequences of the ownership of the Notes supplements, and to the
extent inconsistent with, replaces the discussion under the caption
"United States Taxation" in the Prospectus Supplement dated August 19,
1992. Terms used and not defined herein have the same meanings as in
the Prospectus Supplement.
This discussion is based on regulations (the "Regulations") under
the original issue discount and related provisions of the Internal
Revenue Code of 1986, as amended.
Under the Regulations the Notes will be treated as variable rate
debt instruments. Interest on a Note will be taxable to a beneficial
owner who or that is a United States Holder as ordinary income at the
time it is received or accrued, depending on the holder's method of
accounting for tax purposes.
The current "backup withholding" rate, if applicable, is 31%.
Plan of Distribution
The Selling Agent has purchased the Notes as principal in this
transaction for resale to one or more investors at varying prices
related to prevailing market conditions at the time or times of resale
as determined by the Selling Agent.
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