SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Form 8-K CURRENT REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 Date of Report: February 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 Form 8-K Pacific Bell February 1, 1996 Item 7. Financial Statement and Exhibits. (c) Exhibits: The exhibits listed below relate to Registration No. 33-49477 on Form S-3 of the registrant and are filed herewith for incorporation by reference in such Registration Statement. Exhibit Number Description ------- ----------- 1 Underwriting Agreement dated February 1, 1996 between Pacific Bell and the Underwriter in connection with the 5 7/8% Debentures due February 15, 2006 of Pacific Bell. 4 Form of certificate of 5 7/8% Debentures due February 15, 2006 of Pacific Bell. 2 Form 8-K Pacific Bell February 1, 1996 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. PACIFIC BELL By: /s/ Marie B. Washington ------------------------- Marie B. Washington Assistant Treasurer February 5, 1996 3 EXHIBIT INDEX The exhibits listed below relate to Registration No. 33-49477 on Form S-3 of the registrant and are filed herewith for incorporation by reference in such Registration Statement. Exhibit Number Description ------- ----------- 1 Underwriting Agreement dated February 1, 1996 between Pacific Bell and the Underwriters in connection with the 5 7/8% Debentures due February 15, 2006 of Pacific Bell. 4 Form of certificate of 5 7/8% Debentures due February 15, 2006 of Pacific Bell. 4