BANKERS TRUST COMPANY REVISED
One Bankers Trust Plaza
New York, New York 10006
Damian P. Reitemeyer Mailing Address:
Vice President P.O. Box 318
Telephone: 212-250-4599 Church Street Station
New York, NY 10008
February 14, 1996
Securities and Exchange Commission
SEC Document Control
450 Fifth Street, N.W.
Washington, DC 20549
Attn: Filing Desk
Dear Sirs:
Re: Filing of Schedule 13G on
Pacific Telesis Group
Pursuant to Rule 13d-1 of the General Rules and Regulations
under the Securities Exchange Act of 1934, the following is
one copy of the Schedule 13G with respect to the common
stock of the above referenced corporation.
Please acknowledge your receipt of the Schedule 13G filing
submission through the EDGAR-Link System software, by E-Mail
confirmation.
Sincerely,
/s/ Damian P. Reitemeyer
Enclosures
REVISED
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 6 )*
____
Pacific Telesis Group
_______________________________________
NAME OF ISSUER:
Common Stock (Par Value $0.10)
_______________________________________
TITLE OF CLASS OF SECURITIES
694890104
_______________________________________
CUSIP NUMBER
Check the following box if a fee is being paid with
this statement [ ]. (A fee is not required only if
the filing person: (1) has a previous statement on
file reporting beneficial ownership of more than five
percent of the class of securities described in Item
1; and (2) has filed no amendment subsequent thereto
reporting beneficial ownership of five percent or less
of such class.) (See Rule 13d-7.)
*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).
(Continued on following page(s))
Page 1 of 8 Pages
CUSIP No. 694890104 Page 2 of 8 Pages
1.NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Bankers Trust New York Corporation and its wholly-owned
subsidiary, Bankers Trust Company, as Trustee for various
trusts, and employee benefit plans, and investment
advisor, and its indirectly wholly owned subsidiary BT
Variable, Inc. 13-6180473
2.CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(A) [ ]
(B) [X]
3.SEC USE ONLY
4.CITIZENSHIP OR PLACE OF ORGANIZATION
Both Bankers Trust New York Corporation Bankers Trust
Company, and BT Variable, Inc. are New York Corporations
NUMBER OF 5. SOLE VOTING POWER
SHARES Bankers Trust New York
Corporation 135,300 shares
Bankers Trust Company 3,874,793 shares
BT Variable, Inc. 0 shares
4,010,093 shares
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY Bankers Trust New York
Corporation 0 shares
Bankers Trust Company 116,946 shares
BT Variable, Inc. 700 shares
117,646 shares
EACH 7. SOLE DISPOSITIVE POWER
REPORTING Bankers Trust New York
Corporation 135,300 shares
Bankers Trust Company 7,399,250 shares
BT Variable, Inc. 0 shares
7,534,550 shares
CUSIP No. 694890104 Page 3 of 8 Pages
PERSON 8. SHARED DISPOSITIVE POWER
WITH Bankers Trust New York
Corporation 0 shares
Bankers Trust Company 151,639 shares
BT Variable, Inc. 700 shares
152,339 shares
9.AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
Bankers Trust New York
Corporation 135,300 shares
Bankers Trust Company 7,550,889 shares
BT Variable, Inc. 700 shares
7,686,889 shares
10.CHECK BOX IF THE AGGREGATE AMOUNT IN ROW(9) EXCLUDES
CERTAIN SHARES *
[X]
11.PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
Bankers Trust New York
Corporation 0.0%
Bankers Trust Company 1.8%
BT Variable, Inc. 0.0%
1.8%
12.TYPE OF REPORTING PERSON *
Bankers Trust New York Corporation - HC
Bankers Trust Company - BK
BT Variable, Inc. - IC
CUSIP No. 694890104 Page 4 of 8 Pages
DISCLAIMER OF BENEFICIAL OWNERSHIP
THE FILING OF THIS SCHEDULE G STATEMENT SHALL NOT BE
CONSTRUED AS AN ADMISSION THAT BANKERS TRUST NEW YORK
CORPORATION, BANKERS TRUST COMPANY (THE BANK ), AS
TRUSTEE FOR VARIOUS TRUSTS, AND EMPLOYEE BENEFIT PLANS,
AND INVESTMENT ADVISOR, OR BT VARIABLE, INC. IS, FOR
THE PURPOSE OF SECTION 13(g) OF THE SECURITIES AND
EXCHANGE ACT OF 1934, OR FOR ANY OTHER PURPOSE, THE
BENEFICIAL OWNER OF THE SECURITIES SET FORTH IN ITEM
4(a)(ii) HEREOF.
Item 1(a) NAME OF ISSUER:
Pacific Telesis Group
Item 1(b) ADDRESS OF ISSUER S PRINCIPAL EXECUTIVE
OFFICES:
130 Kearny Street
Suite 2926
San Francisco, CA 94108
Item 2(a) NAME OF PERSON FILING:
Bankers Trust New York Corporation, and its
wholly-owned subsidiary, Bankers Trust
Company, as Trustee for various trusts, and
employee benefit plans, and investment
advisor, and its indirectly wholly-owned
subsidiary BT Variable, Inc.
Item 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE:
280 Park Avenue
New York, New York 10017
Item 2(c) CITIZENSHIP:
Bankers Trust New York Corporation, Bankers
Trust Company, as Trustee for various trusts and
employee benefit plans, and investment advisor,
and BT Variable, Inc. are corporations
incorporated in the State of New York with their
principal business offices located in New York.
CUSIP No. 694890104 Page 5 of 8 Pages
Item 2(d) TITLE OF CLASS OF SECURITIES:
Common Stock (Par Value $0.10) of Pacific
Telesis Group, a Nevada corporation.
Item 2(e) CUSIP NUMBER:
694890104
Item 3 THE PERSON FILING IS A:
For Bankers Trust New York Corporation,
(g) [X] Parent Holding Company, in accordance with
Section 240.13d-1(b)(ii)(G)
For Bankers Trust Company,
(b) [X] Bank as defined in section 3(a)(6) of the
Act.
For BT Variable, Inc.,
(c) [X] Insurance Company as defined in Section
3(a)(19) of the Act
Item 4 OWNERSHIP:
(a) Amount Beneficially Owned:
As of December 31, 1995
(i) Bankers Trust New York
Corporation 135,300 shares
Bankers Trust Company 7,550,889 shares
BT Variable, Inc. 700 shares
TOTAL SHARES 7,686,889
(ii) Bankers Trust Company was also the record owner
of 45,055,219 shares held by the Bank as Trustee
of the Pacific Telesis Group Supplemental
Retirement and Savings Plans (the Plan ) with
respect to which the bank disclaims beneficial
ownership.
The Plan states that each Plan participant shall
have the right to direct the manner in which
shares of common stock shall be voted at all
stockholders meetings. The Department of Labor
has expressed the view that, under certain
circumstances, ERISA may require the Trustee to
CUSIP No. 694890104 Page 6 of 8 Pages
vote shares which are not allocated to
participants accounts and unvoted shares.
Since, in the view of the Bank and Bankers
Trust New York Corporation, such voting power is
merely a residual power based upon the occurrence
of an unlikely contingency and is not a sole or
shared power to vote the securities, the Bank and
Bankers Trust New York Corporation hereby
disclaim beneficial ownership of such securities.
(b) PERCENT OF CLASS:
The common stock described in Item 4(a) above
as to which Bankers Trust New York
Corporation, Bankers Trust Company and BT
Variable, Inc. acknowledges beneficial
ownership constitutes the following:
Bankers Trust New York
Corporation 0.0%
Bankers Trust Company 1.8%
BT Variable, Inc. 0.0%
1.8%
The Common Stock as to which Bankers Trust
New York Corporation, Bankers Trust
Company and BT Variable Inc. disclaims
beneficial ownership constitutes 10.5% of
the Issuer s outstanding Common Stock.
(c) Number of shares as to which the Bank has:
(i) sole power to vote or to direct the
vote -
Bankers Trust New York
Corporation 135,300 shares
Bankers Trust Company 3,874,793 shares
BT Variable, Inc. 0 shares
4,010,093 shares
(ii) shared power to vote or to direct the
vote -
Bankers Trust New York
Corporation 0 shares
Bankers Trust Company 116,946 shares
BT Variable, Inc. 700 shares
117,646 shares
CUSIP No. 694890104 Page 7 of 8 Pages
(iii) sole power to dispose or to direct the
disposition of -
Bankers Trust New York
Corporation 135,300 shares
Bankers Trust Company 7,399,250 shares
BT Variable, Inc. 0 shares
7,534,550 shares
(iv) shared power to dispose or to direct the
disposition of -
Bankers Trust New York
Corporation 0 shares
Bankers Trust Company 151,639 shares
BT Variable, Inc. 700 shares
152,339 shares
Item 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
[ ]
Item 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF
OF ANOTHER PERSON:
The Issuer s Plan and various trusts, and
employee benefit plans for which the Bank
serves as Trustee, and accounts for which the
Bank serves as investment advisor, have the
right to receive and/or the power to direct
the receipt of dividends from, or the
proceeds from the sale of, such securities.
Item 7 IDENTIFICATION AND CLASSIFICATION OF THE
SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING
REPORTED ON BY THE PARENT HOLDING COMPANY:
See Item 3 above.
Item 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF
THE GROUP:
Not applicable.
Item 9 NOTICE OF DISSOLUTION OF GROUP:
Not Applicable
CUSIP No. 694890104 Page 8 of 8 Pages
Item 10 CERTIFICATION:
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above were
acquired in the ordinary course of business and were not
acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such
securities and were not acquired in connection with or as a
participant in any transaction having such 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.
Date: as of December 31, 1995
Signature: Bankers Trust New York Corporation
By: /s/James T. Byrne, Jr.
Name: James T. Byrne, Jr.
Title: Secretary
Signature: Bankers Trust Company, as Trustee for various
trusts, and employee benefit plans, and investment advisor.
By: /s/James T. Byrne, Jr.
Name: James T. Byrne, Jr.
Title: Secretary
Signature: BT Variable, Inc.
By: /s/Myles Tashman
Name: Myles Tashman
Title: Secretary
EXHIBIT TO ITEM 7
The chain of ownership from Bankers Trust New York
Corporation to Bankers Trust Company is shown below:
Bankers Trust New York Corporation
|
100%
|
Bankers Trust Company
EXHIBIT TO ITEM 7
The chain of ownership from Bankers Trust New York
Corporation to BT Variable, Inc. is shown below:
Bankers Trust New York Corporation
|
100%
|
Bankers Trust Company
|
100%
|
Whitewood Properties Corp
|
100%
|
BT Variable, Inc.
