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 (Date of earliest event reported): March 27, 1998
SOUTHERN NEW ENGLAND TELECOMMUNICATIONS CORPORATION
(Exact name of registrant as specified in its charter)
Connecticut 1-9157 06-1157778
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
227 Church Street, New Haven, Connecticut 06510
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (203) 771-5200
Not Applicable
(Former name or former address, if changed since last report)
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Item 5. Other Events.
On March 27, shareholders of the registrant voted to approve the
registrant's pending merger with SBC Communications Inc. Last month,
the merger cleared anti-trust review by the U.S. Department of Justice.
The Federal Communications Commission and Connecticut's Department of
Public Utility Control must also approve the merger and are expected
to rule later this year.
The news release providing this announcement is filed as an exhibit
hereto and is incorporated herein by reference.
Item 7. Financial Statements, Pro forma Financial
Information and Exhibits.
Exhibit 20. News release issued March 27, 1998.
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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.
SOUTHERN NEW ENGLAND
TELECOMMUNICATIONS CORPORATION
Dated: March 30, 1998 By: /s/ Madelyn M. DeMatteo
Madelyn M. DeMatteo
Secretary
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SOUTHERN NEW ENGLAND TELECOMMUNICATIONS CORPORATION
FORM 8-K
EXHIBIT INDEX
Exhibit
Number
20 News release issued March 27, 1998.
SNET LOGO NEWS RELEASE
____________________________________________________________________________
227 Church Street
New Haven, Connecticut 06510
Visit us at www.snet.com
March 27, 1998
For further information contact: Kevin Moore
(203) 771-2136
Analysts Only: Jim Magrone
(203) 771-4662
SNET SHAREHOLDERS APPROVE MERGER WITH SBC
At a meeting held today in Stamford, Connecticut, SNET (NYSE: SNG)
shareholders voted to approve the Company's pending merger with SBC
Communications, Inc. (NYSE: SBC). Seventy-eight (78) percent of SNET's
outstanding common shares were voted in favor of the merger, which is
significantly more than the two-thirds required under Connecticut law.
Today's shareholder endorsement completes another important step in
the approval process. Last month, the merger cleared anti-trust review
by the U.S. Department of Justice. The Federal Communications Commission
and Connecticut's Department of Public Utility Control must also approve
the merger and are expected to rule later this year.
Commenting on the results of the shareholder ballot, SNET Chairman and
CEO, Daniel J. Miglio said, "Our shareholders have given us a very clear
thumbs up on our merger plans. They've demonstrated their confidence in
our plan which will make SNET an even stronger company, positioned for long
term success. The strengths that SBC will bring to SNET will enhance our
competitiveness in an environment where size and scale are increasingly
-more-
important. This, in turn, will benefit consumers, our state and our
employees as well as shareholders."
SBC chairman and CEO, Edward E. Whitacre, Jr., added, "We're, of
course, pleased by this endorsement. Our combined strengths, our shared
commitment to our customers, communities and employees and our
determination to deliver high quality, one-stop telecommunications service
will help ensure as many as possible participate in the benefits of
competition in the years ahead."
SNET and SBC announced a definitive agreement to merge on January 5,
1998. The transaction is structured as a tax-free, stock for stock merger,
with an exchange ratio of 1.7568 shares of SBC common stock for each
share of SNET common stock.
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