PACIFIC BELL
8-K, 1996-04-02
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:  April 1, 1996



                                 PACIFIC BELL



A California                 Commission File                I.R.S. Employer
Corporation                     No. 1-1414                   No. 94-0745535



          140 New Montgomery Street, San Francisco, California 94105





                        Telephone Number (415) 542-9000




























                                    <PAGE>

Form 8-K                                                          Pacific Bell
April 1, 1996


Item 5. Other Events.
- --------------------

On April 1, 1996, Pacific Telesis Group ("PTG"), the parent company of Pacific
Bell (the "Company"), announced that it  had entered into a definitive  merger
agreement with SBC Communications  Inc. ("SBC"), pursuant to which  PTG would,
subject to  regulatory and shareowner approvals and  certain other conditions,
become  a wholly-owned  subsidiary  of SBC,  and  the Company  would remain  a
wholly-owned subsidiary of PTG.












































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                                    <PAGE>

Form 8-K                                                          Pacific Bell
April 1, 1996





                                  SIGNATURES


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.






                                   PACIFIC BELL



                                        
April 2, 1996                      By: /s/ J. R. Moberg
                                   ---------------------------
                                   J. R. Moberg
                                   Executive Vice President





























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