EXHIBIT 23-b



                             CONSENT OF INDEPENDENT ACCOUNTANTS



    We consent to the  inclusion of our report dated  February 27, 1997,  on our
    audit of the consolidated  financial statements of Pacific Bell for the year
    ended  December 31, 1996,  which report is included in this Annual Report on
    Form 10-K.

    We also  consent  to the  incorporation  by  reference  in the  Registration
    Statement  (Form S-3,  No.  333-37513)  of Pacific  Bell and in the  related
    Prospectus  of our  report  dated  February  27,  1997,  on our audit of the
    consolidated  financial  statements  of  Pacific  Bell  for the  year  ended
    December  31, 1996,  which report is included in this Annual  Report on Form
    10-K.




                                            PRICEWATERHOUSECOOPERS LLP



San Francisco, California
March 8, 1999