Rule 424(b)(3)
File No. 33-45490
File No. 33-45490-01
PRICING SUPPLEMENT NO. 38D DATED February 22, 1995
(To Prospectus Dated August 12, 1992, as supplemented by the
Prospectus Supplement Dated August 19, 1992)
SOUTHWESTERN BELL CAPITAL CORPORATION
Medium-Term Notes, Series D
Due From 9 months to 30 Years From Date of Issue
Fixed Rate Note
Trade Date: 2/21/1995 Interest Rate Per 8.34%
Annum:
Settlement 2/28/1995 Stated Maturity 2/28/2005
Date: Date:
Issue Price (expressed as a percentage
of the Principal Amount, before Agent's discount): 100%
Agent's commission or discount from Issue
Price (expressed as a percentage of the Issue Price): .625%
Regular Interest Payment Dates: March 1 and September 1
Form of Note: Book Entry Depository: DTC
Principal amount offered to or through each Agent:
Salomon Brothers Inc, acting as: agent
principal
$5,000,000.00 CS First Boston Corporation, X agent
acting as:
principal
$9,200,000.00 Merrill Lynch & Co., acting as: X agent
principal
If acting as principal, the Agents propose to resell the Notes at
varying prices related to prevailing market prices at the time of
resale, as determined by each Agent. Each Agent will be
committed to take and pay for its respective principal amount of
the Notes if any are taken by such Agent.
Redemption:
The medium-term notes are not redeemable prior to February 28,
2000. On or after February 28, 2000 and prior to maturity,
Southwestern Bell Capital Corporation, at its option, may redeem
all or from time to time any part of the medium-term notes upon
not less than 30 days but not more than 60 days notice at the
following redemption prices (expressed as a percentage of the
principal amount) during the 12-month periods beginning February
28, in each case together with accrued interest to the redemption
date.
Redemption
Year Price
2000 102.00%
2001 101.00%
2002 100.00%
