1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 -------------------- FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: November 7, 1997 PACIFIC BELL A California Corporation 1-1414 94-0745535 (Commission File (IRS Employer No.) Identification no.) 140 New Montgomery Street, San Francisco, California 94105 Telephone Number (415) 542-9000 2 Item 7. Financial Statements and Exhibits. Pacific Bell is filing herewith the following exhibits: (c) Exhibits. EXHIBIT NUMBER DESCRIPTION - ------- ----------- 1 Underwriting Agreement, dated November 4, 1997, between Pacific Bell and Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative of the several Underwriters named in Schedule II thereto. 3(ii) By-laws of Pacific Bell, as amended April 1, 1997. 99.4a Pacific Bell Officers' Certificate for 6 5/8% Notes due November 1, 2009, dated November 4, 1997, pursuant to Section 2.02(a) of the Indenture. 99.4b Pacific Bell Officers' Certificate for 7 1/4% Debentures due November 1, 2027, dated November 4, 1997, pursuant to Section 2.02(a) of the Indenture. 99.4c Form of 6 5/8% Global Note due November 1, 2009. 99.4d Form of 7 1/4% Global Debenture due November 1, 2027. 3 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 /s/ DONALD E. KIERNAN ------------------------------------- Donald E. Kiernan Vice-President November 7, 1997 4 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION - ------- ----------- 1 Underwriting Agreement, dated November 4, 1997, between Pacific Bell and Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative of the several Underwriters named in Schedule II thereto. 3(ii) By-laws of Pacific Bell, as amended April 1, 1997. 99.4a Pacific Bell Officers' Certificate for 6 5/8% Notes due November 1, 2009, dated November 4, 1997, pursuant to Section 2.02(a) of the Indenture. 99.4b Pacific Bell Officers' Certificate for 7 1/4% Debentures due November 1, 2027, dated November 4, 1997, pursuant to Section 2.02(a) of the Indenture. 99.4c Form of 6 5/8% Global Note due November 1, 2009. 99.4d Form of 7 1/4% Global Debenture due November 1, 2027.