SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(B) OR (G) OF THE
SECURITIES EXCHANGE ACT OF 1934
SBC COMMUNICATIONS INC.
(Exact name of registrant as specified in its charter)
DELAWARE 43-1301883
(State of incorporation or organization) (I.R.S. Employer Identification No.)
175 E. HOUSTON
SAN ANTONIO, TEXAS 78205
TELEPHONE NUMBER: (210) 821-4105
If this form relates to the If this form relates to the
registration of a class of securities regiatration of a class of securities
pursuant to Section 12(b) of the pursuant to Section 12(g) of the
Exchange Act and is efective Exchange Act and is effective
pursuant to General Instruction pursuant to General Instruction
A.(c), check the following box. [X] A.(d), check the following box. [ ]
Securities Act registration statement file number to which this
form relates: 33-56909 and
333-36926
(if applicable)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
7.00% PUBLIC INCOME NOTES (PINES) DUE 2041 NEW YORK STOCK EXCHANGE
Securities to be registered pursuant to Section 12(g) of the Act: NONE
INFORMATION REQUIRED IN REGISTRATION STATEMENT
The Registrant will file with the Securities and Exchange commission (the
"Commission") pursuant to Rule 424(b)(2) under the Securities Act of 1933 ("Rule
424(b)(2)") a prospectus supplement, dated June 6, 2001, relating to the
Securities to be registered hereunder (the "Prospectus Supplement") including
the prospectus (the "Prospectus") included in the Registrant's Registration
Statement on Form S-3 (File Nos. 33-56909 333-36926) filed with the Commission
on December 16, 1994 and May 12, 2000 and declared effective by the Commission
on May 25, 2000. The Registrant incorporates by reference the Prospectus
Supplement and the Prospectus to the extent set forth below.
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The material set forth in (i) the section captioned "Description of Debt
Securities We May Offer" in the registrant's registration statement on Form S-3
(No. 333-36926) and (ii) the section "Description of the PINES" in the
Prospectus Supplement, dated June 6, 2001, to the registrant's Prospectus, dated
May 25, 2000, are incorporated herein by reference.
ITEM 2. EXHIBITS.
1. Indenture, dated as of November 1, 1994 (the "Indenture"), between SBC
Communications Inc. and The Bank of New York, as Trustee (the
"Trustee"), incorporated herein by reference to Exhibit 4-a to the
registrant's registration statement on Form S-3 filed on December 16,
1994 (No. 33-56909).
2. Form of SBC Communications Inc.'s 7.00% Public Income NotES (PINES(R))
due 2041.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, the registrant has duly caused this registration statement to be signed on
its behalf by the undersigned, thereto duly authorized.
Date: June 7, 2001 SBC COMMUNICATIONS INC.
By: /s/ Michael J. Viola
----------------------------
Michael J. Viola
Vice President and Treasurer