Exhibit 23
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                      CONSENT OF INDEPENDENT ACCOUNTANTS


We  consent  to   the  incorporation   by  reference  of   our  report   dated
February 22, 1996, on our audits of the consolidated financial statements  and
the  financial statement  schedule  of Pacific  Bell  and Subsidiaries  as  of
December 31, 1995  and 1994,  and for each  of the three  years in  the period
ended December 31,  1995, which report  is included in  this Annual Report  on
Form 10-K, and in Pacific Bell's registration statement as follows:

     Form S-3:  Pacific Bell $1.575 Billion Debt Securities



/s/ COOPERS & LYBRAND L.L.P.
San Francisco, California
March 22, 1996