SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO
FILED PURSUANT TO RULE 13d-2(b)
(Amendment No. __ )*
Covad Communications Group, Inc.
(Name of Issuer)
Common Stock, par value $.0001 per share
(Title of Class of Securities)
222814204
(CUSIP Number)
November 3, 2000
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
Page 1 of 5 Pages
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CUSIP No. 222814204 SCHEDULE 13G PAGE 2 OF 5 PAGES
1. Name of Reporting Person: SBC Communications Inc.
I.R.S. Identification No.
2. Check the Appropriate Box If a Member of a Group (a) [ ]
(b) [ ]
3. SEC Use Only
4. Citizenship or Place of Organization: Delaware
Number of Shares 5. Sole Voting Power 9,373,169
Beneficially Owned
by Each Reporting 6. Shared Voting Power 0
Person With
7. Sole Dispositive Power: 9,373,169
8. Shared Dispositive Power 0
9. Aggregate Amount Beneficially Owned by
Each Reporting Person: 9,373,169
10. Check Box if the Aggregate Amount in Row (9)
Excludes Certain Shares (See Instructions) [ ]
11. Percent of Class Represented by Amount in Row (9): 6.1%
12. Type of Reporting Person (See Instructions): CO
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PAGE 3 OF 5 PAGES
Item 1.
(a) Name of Issuer: Covad Communications Group, Inc.
(b) Address of Issuer's Principal Executive Offices:
4520 Burton Drive, Santa Clara, California 95054
Item 2.
(a) Name of Person Filing: SBC Communications Inc.
(b) Address of Principal Business Office or, if none,
Residence: 175 East Houston Street, San Antonio, Texas 78205
(c) Citizenship: Delaware
(d) Title of Class of Securities: Common Stock, $.0001 par value
per share.
(e) CUSIP Number: 222814204
Item 3. If this statement is filed pursuant to Rule 13d-1(b) or Rule 13d-2(b)
or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under Section 15 of the Exchange Act;
(b) [ ] Bank as defined in Section 3(a)(6) of the Exchange Act;
(c) [ ] Insurance company as defined in Section 3(a)(19) of the Exchange Act;
(d) [ ] Investment company registered under Section 8 of the Investment
Company Act;
(e) [ ] An investment advisor in accordance with Rule 13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance with
Rule 13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance with
Rule 13d-1(b)(1)(ii)(G);
(h) [ ] A savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act;
(i) [ ] A church plan that is excluded from the definition of an investment
company under Wection 3(c)(14) of the Investment Company Act of 1940;
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
Item 4. Ownership.
(a) Amount Beneficially Owned: 9,373,169
(b) Percent of Class: 6.1%
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PAGE 4 OF 5 PAGES
(c) Number of Shares to which such person has:
(i) Sole power to vote or direct the vote: 9,373,169
(ii) Shared power to vote or direct the vote: 0
(iii) Sole power to dispose or to direct the
disposition of: 9,373,169
(iv) Shared power to dispose or to direct
the disposition of: 0
Instruction. For computations regarding securities which represent a right to
acquire an underlying security see Rule 13d-3(d)(1).
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following [ ].
Not Applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company.
Not Applicable.
Item 8. Identification and Classification of Members of the Group.
Not Applicable.
Item 9. Notice of Dissolution of the Group.
Not Applicable.
Item 10. Certification.
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were not acquired
and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the
securities and were not
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PAGE 5 OF 5 PAGES
acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true, complete
and correct.
November 3, 2000
Date
SBC COMMUNICATIONS INC.
By: /s/ Donald E. Kiernan
Donald E. Kiernan
Senior Executive Vice President
and Chief Financial Officer
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative other than an executive
officer or general partner of the filing person, evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
NOTE: Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Rule 13d-7 for other
parties for whom copies are to be sent.
Attention: Intentional misstatements or omissions of fact constitute
federal criminal violations (See 18 U.S.C. 1001)
