EXHIBIT 16
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Coopers & Lybrand L.L.P.
333 Market Street
San Francisco, CA  94105




April 3, 1997



Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC  20549




Gentlemen:


We have  read the statements  made by Pacific  Bell (copy attached),  which we
understand will be filed with the Commission,  pursuant to Item 4 of Form 8-K,
as part of  the Company's Form 8-K  report for the month  of April, 1997.   We
agree with the statements concerning our Firm in such Form 8-K.


Very truly yours,





/s/ Coopers & Lybrand L.L.P.
Coopers and Lybrand