SBC COMMUNICATIONS INC
8-K, 1998-10-15
TELEPHONE COMMUNICATIONS (NO RADIOTELEPHONE)
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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: October 15, 1998

                           SBC COMMUNICATIONS INC.

                            A Delaware Corporation

                          Commission File No. 1-8610

                         IRS Employer No. 43-1301883

                   175 E. Houston, San Antonio, Texas 78205

                       Telephone Number (210) 821-4105



<PAGE>
Item 5.    Other Events
 
Attached as an exhibit is a press release issued by  SBC Communications  Inc. on
October 15, 1998 announcing earnings for the third quarter of 1998.

Item 7.    Financial Statements and Exhibits

(c)  Exhibits

99  Press Release - Third Quarter 1998 Earnings

<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.



                                         SBC Communications Inc.

                                          /s/  Randall Stephenson 

                                         Randall Stephenson
                                         Vice President and Controller




October 15, 1998

<PAGE>
                                     EXHIBIT INDEX

Exhibit
Number

  99         Press Release - Third Quarter 1998 Earnings


                                                              EXHIBIT 99






            SBC Communications Inc.

                                                News Release

LOGO

For more information, contact:
      Larry L. Solomon
      Tel: 210/351-3990
      Fax: 210/351-2903
      Internet:   [email protected]


       SBC THIRD-QUARTER EARNINGS PER SHARE INCREASE 17.8 PERCENT

    Solid core businesses, data and vertical services drive results

      SAN ANTONIO, Oct. 15, 1998 - SBC Communications Inc. (NYSE: SBC)
today announced third-quarter results, reporting a 17.8 percent
increase in earnings per share to $0.53 on a diluted basis from
$0.45 in the third quarter of 1997 (excluding one-time gains in 1998
and merger related costs in 1997).  Solid core business performance and
strong growth in data and vertical services drove SBC's third-quarter
results.
      Earnings  for the third  quarter  increased  19.6  percent to $988
million,  before  one-time  gains  resulting  from the  sale of  certain
non-core  businesses,   compared  with  third-quarter  1997  results  of
$826 million,   after   excluding   one-time   expenses  for   strategic
initiatives  resulting from the Pacific  Telesis  merger.  On a reported
basis, SBC's quarterly earnings were $1.2 billion,  or $0.65 per diluted
share,  compared  with  $816 million  during the third  quarter of 1997.
Third-quarter   revenues  increased  7.1 percent  to  $6.8 billion  from
$6.3 billion last year.
       "I'm very proud of the way our company performed this quarter,
both for our customers and our shareowners," said Edward E. Whitacre
Jr., chairman and chief executive officer.  "Our strong third-quarter
performance shows that our strategies, our management team and our
employees are right on track.
      "As expected, we're realizing the benefits from our merger with
Pacific Telesis, and we're seeing positive contributions from across
the company, which is a testament to SBC's ability to integrate
distinct businesses so that they perform as a single, unified team,"
Whitacre said.

Highlights of the quarter include:
    Data Services:  Data services  revenues  exceeded  $550 million  for
   the quarter,  an increase of 33 percent  over the same quarter a year
   ago,  reflecting strong customer demand for high-speed  dedicated and
   switched transport services.

    Vertical   Services:   Vertical  services  revenues  increased  over
   20 percent,  largely  driven by increases  in Caller ID  subscribers.
   Pacific  Bell   reached  its   1 millionth   residential   Caller  ID
   subscriber,   increasing  penetration  in  the  consumer  segment  to
   11.5 percent   from   3 percent   in  the  same  quarter  last  year.
   Southwestern Bell's Caller ID penetration  exceeded  49 percent,  the
   highest in the industry.

    Access  Lines:  SBC added  388,000 access  lines  during the quarter
   and  1.5 million  over the last  12 months,  resulting in access line
   growth during the last  12 months of  4.7 percent  for SBC's switched
   services.  Line  growth  on a  voice-grade  equivalent  basis,  which
   includes  the  impact  of both  switched  services  and  non-switched
   high-speed  data services such as DS1s and DS3s, was  9.2 percent for
   the last  12 months.  This increase better reflects total line growth
   as  data   services   play   an   increasingly   important   role  in
   telecommunications.

    Wireless:  SBC added 151,000 net wireless subscribers during the
   quarter, driven by strong PCS growth in California.  Overall, SBC
   added 754,000 net subscribers over the last 12 months, increasing
   the total number of subscribers 14.4 percent during that period.

Wireline Operations

      Revenues at SBC's  wireline  operations  continued  to show strong
growth.   Southwestern   Bell   Telephone  and  Pacific  Bell  quarterly
revenues  grew  7.2 percent  and  8.5 percent  over  third-quarter  1997
revenues to $2.8 billion and $2.4 billion, respectively.
      Revenue  growth  was  largely  driven by high  demand for data and
vertical  services.  Data revenues at Southwestern Bell and Pacific Bell
grew  35 percent  and  27 percent,   respectively.   Southwestern   Bell
increased  its  vertical  feature  penetration  in the third  quarter to
2.48 features per line compared with  2.34 features per line in the same
quarter last year.  Pacific Bell increased  feature  penetration to 1.04
from .74 features per line over the same period last year.
      At   Southwestern   Bell,   earnings   increased   6.6 percent  to
$403 million  from a  normalized  $378 million  in the same quarter last
year.   Pacific  Bell  reported   earnings  growth  of  37.3 percent  to
$320 million  from  a  normalized  $233 million  in  last  year's  third
quarter.  Normalized  results  in 1997  exclude  one-time  expenses  for
strategic  initiatives  resulting from the Pacific Telesis merger.  On a
reported  basis,   earnings  at  Southwestern   Bell  and  Pacific  Bell
increased   7.8 percent  and  38.5 percent   over   third-quarter   1997
respective earnings of $374 million and $231 million.

Wireless Operations

      SBC's wireless subscriber revenues increased 10.7 percent over
the same quarter last year to $911 million, driven by PCS subscriber
growth in California.  During the third quarter, SBC added a net
100,000 PCS customers in California and Nevada, and 51,000 customers in
its cellular markets.
      As a result of strong margin growth in SBC's traditional cellular
markets and continued improvement in the profitability of the company's
PCS operations, subscriber cash margins increased to 40.5 percent in
the quarter compared with 30.7 percent in the third quarter last year.

International Operations

      SBC's international investments performed well in the third
quarter, with contributions coming from investments such as Telmex in
Mexico and Telkom South Africa.  SBC also received its first cash
dividend from Telkom South Africa during the quarter.  The
international wireless businesses in which SBC has invested doubled
their number of subscribers during the past 12 months, raising total
wireless subscribers to 7 million.
      During the  quarter,  SBC signed a  construction  and  maintenance
agreement  to  participate  in  building  a  state-of-the-art   undersea
communications  pipeline  linking the United States and Japan.  SBC will
be one of 12 initial  parties  with an ownership  stake.  The network is
scheduled to be operational in late 2000.


      SBC Communications Inc. is a global leader in the
telecommunications industry, with more than 34.5 million access lines
and over 5.9 million wireless customers across the United States, as
well as investments in telecommunications businesses in 11 countries.
Under the Southwestern Bell, Pacific Bell, Nevada Bell and Cellular One
brands, SBC, through its subsidiaries, offers a wide range of
innovative services, including local and long-distance telephone
service, wireless communications, paging, Internet access, and
messaging, as well as telecommunications equipment, and directory
advertising and publishing.  SBC (www.sbc.com) has more than 118,000
employees and reported 1997 revenues of nearly $25 billion.  SBC's
equity market value of $81 billion as of September 30, 1998, ranks it
as one of the largest telecommunications companies in the world.

<PAGE>
                         SBC Communications Inc.
                   Financial Summary and Comparisons
            (dollars in millions, except per share amounts)
                              (unaudited)

                      -- THIRD-QUARTER RESULTS --


EXCLUDING SPECIAL ITEMS                    1998       1997         CHANGE

Operating revenues                       $6,776      $6,329          7.1%

Operating expenses                       $4,986    $4,841 2          3.0%

Earnings                                 $988 1      $826 2         19.6%

Diluted earnings per share              $0.53 1     $0.45 2         17.8%


AS REPORTED

Operating revenues                       $6,776      $6,329          7.1%

Operating expenses                       $4,986      $4,857          2.7%

Earnings                                 $1,207        $816         47.9%

Diluted earnings per share                $0.65       $0.44         47.7%


Weighted average common
  shares outstanding (in millions)        1,835       1,829          0.3%

Weighted average common shares
  outstanding with dilution
  (in millions)                           1,859       1,844          0.8%


1  Adjusted earnings for the third quarter of 1998 excludes after-tax
gains of $219, or $0.12 per share, for gains on sales of certain
non-core businesses, which is principally the required disposition of
SBC's MTN investment in South Africa due to SBC's investment in Telkom
South Africa.

2  Third quarter 1997 adjusted information excludes one-time expenses
related to strategic initiatives resulting from the merger integration
process with Pacific Telesis Group.

<PAGE>
                        SBC Communications Inc.
                   Financial Summary and Comparisons
            (dollars in millions, except per share amounts)
                              (unaudited)

                       -- NINE MONTHS RESULTS --

EXCLUDING SPECIAL ITEMS                    1998        1997        CHANGE

Operating revenues                      $19,791   $18,411 2          7.5%

Operating expenses                      $14,633   $14,029 2          4.3%

Earnings                               $2,866 1    $2,401 2         19.4%

Diluted earnings per share              $1.54 1     $1.31 2         17.6%


AS REPORTED

Operating revenues                      $19,791     $18,223          8.6%

Operating expenses                      $14,633     $16,098        (9.1)%

Earnings                                 $3,085        $886           -

Diluted earnings per share                $1.66       $0.48           -

Weighted average common
  shares outstanding (in millions)        1,837       1,826          0.6%

Weighted average common shares
  outstanding with dilution
  (in millions)                           1,862       1,841          1.1%


1  Adjusted earnings for the first nine months of 1998 excludes
after-tax gains of $219, or $0.12 per share, for gains on sales of
certain non-core businesses, which is principally the required
disposition of SBC's MTN investment in South Africa due to SBC's
investment in Telkom South Africa.

2  The 1997 adjusted information excludes one-time costs related to
strategic initiatives resulting from the merger integration process
with Pacific Telesis Group, the impact of several second quarter 1997
regulatory rulings, and the first quarter 1997 settlement gain at
Pacific Telesis Group associated with lump sum pension payments that
exceeded the projected service and interest costs for 1996 retirements.

<PAGE>
                        SBC Communications Inc.
                   Financial Summary and Comparisons
            (dollars in millions, except per share amounts)
                              (unaudited)


The following is provided as supplemental information relating to the
overall reported results of SBC Communications Inc. as of or for the
nine months ended:

                                                    09/30/98  09/30/97

Operating revenues                                   $19,791   $18,223
Income from continuing operations                      3,085       886
Income from continuing operations per common
share - basic                                           1.68       .48
Income from continuing operations per common
share - assuming dilution                               1.66       .48
Total assets                                          42,529    42,056
Long-term debt                                        11,217    11,636
Dividends per common share                           0.70125   0.67125
Book value per common share                             6.29      5.21
Network access lines (000)                            34,598    33,050







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