File No. 1-8610
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 11-K
ANNUAL REPORT
-------------------------
Pursuant to Section 15(d) of the
Securities Exchange Act of 1934
For the fiscal year ended December 31, 2003
Commission File Number l-8610
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SBC SAVINGS AND SECURITY PLAN
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SBC COMMUNICATIONS INC.
175 E. Houston, San Antonio, Texas 78205
Financial Statements, Supplemental Schedules and Exhibit
Table of Contents Page
Report of Independent Registered Public Accounting Firm......................................................... 1
Financial Statements:
Statements of Net Assets Available for Benefits as of December 31, 2003 and 2002....................... 2
Statement of Changes in Net Assets Available for Benefits for the
Year Ended December 31, 2003........................................................................... 3
Notes to Financial Statements.......................................................................... 4
Supplemental Schedules:
2003 Form 5500 Line 4a - Schedule of Delinquent Participant Contributions.............................. 8
Schedule H, Line 4i - Schedule of Assets (Held at End of Year)......................................... 9
Schedule H, Line 4j - Schedule of Reportable Transactions...............................................15
Exhibit:
23 - Consent of Independent Registered Public Accounting Firm
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
SBC Communications Inc., Plan Administrator
for SBC Savings and Security Plan
We have audited the accompanying statements of net assets available for benefits of SBC Savings and Security Plan as of December 31,
2003 and 2002, and the related statement of changes in net assets available for benefits for the year ended December 31, 2003. These
financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those
standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management,
as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for
benefits at December 31, 2003 and 2002, and the changes in its net assets available for benefits for the year ended December 31,
2003, in conformity with U.S. generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying
supplemental schedules of assets (held at end of year) as of December 31, 2003, delinquent participant contributions and reportable
transactions for the year then ended are presented for purposes of additional analysis and are not a required part of the financial
statements but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure
under the Employee Retirement Income Security Act of 1974. These supplemental schedules are the responsibility of the Plan's
management. The supplemental schedules have been subjected to auditing procedures applied in our audits of the financial statements,
and in our opinion, are fairly stated in all material respects in relation to the financial statements taken as a whole.
/s/ ERNST & YOUNG LLP
San Antonio, Texas
June 21, 2004
SBC SAVINGS AND SECURITY PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
(Dollars in Thousands)
December 31,
---------------------------------------
2003 2002
--------------- ----------------
ASSETS
Investments (See Note 3) $ 4,732,060 $ 4,471,815
Dividends and interest receivable 31 65
Receivable for investments sold 603 55
Contributions receivable - 45
--------------- ----------------
Total Assets 4,732,694 4,471,980
--------------- ----------------
LIABILITIES
Administrative expenses payable 2,025 526
Payable for investments purchased 3,305 3,241
Excess Contribution 29 -
--------------- ----------------
Total Liabilities 5,359 3,767
--------------- ----------------
Net Assets Available for Benefits $ 4,727,335 $ 4,468,213
=============== ================
See Notes to Financial Statements.
SBC SAVINGS AND SECURITY PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 2003
(Dollars in Thousands)
Net Assets Available for Benefits, December 31, 2002 $ 4,468,213
Additions to Net Assets:
Contributions:
Participant contributions 287,614
Employer contributions 155,455
---------------
443,069
Investment Income:
Net appreciation in value of investments 95,766
Dividends on SBC common shares 132,958
Interest 51,914
---------------
280,638
---------------
Total Net Additions 723,707
---------------
Deductions from Net Assets:
Administrative expenses 8,246
Distributions 456,337
Transfer to other plan (See Note 1) 2
---------------
Total Deductions 464,585
---------------
Net Assets Available for Benefits, December 31, 2003 $ 4,727,335
===============
See Notes to Financial Statements.
SBC SAVINGS AND SECURITY PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollars in Thousands)
1. Plan Description - The SBC Savings and Security Plan (Plan) was established by SBC Communications Inc. (SBC or the Company) to
provide a convenient way for eligible employees to save for retirement on a regular and long-term basis. The majority of
eligible employees are represented by the Communications Workers of America. The following description of the Plan provides only
general information. The Plan has detailed provisions covering participant eligibility, participant allotments from pay,
participant withdrawals, participant loans, employer contributions and related vesting of contributions and Plan expenses. The
Plan text and prospectus include complete descriptions of these and other Plan provisions. The Plan is subject to the provisions
of the Employee Retirement Income Security Act of 1974 (ERISA).
In 2000, SBC entered into the Cingular Wireless (Cingular) joint venture agreement with BellSouth Corporation. As a result of
this agreement, certain SBC employees were leased to Cingular. In December 2001 these employees became Cingular employees.
During 2003 the Plan transferred approximately $2 to State Street Bank and Trust related to those former employees who became
employees of Cingular.
Participants can invest their contributions in one or more of the following funds in five dollar or 1% increments: the SBC
Shares Fund, the Bond Fund, the Large Cap Stock Fund, the Interest Income Fund, the Asset Allocation Fund, the Global Equity
Fund, the Mid and Small Cap Stock Fund and the International Stock Fund.
Company matching contributions are made solely in the form of shares of SBC's common stock held in an Employee Stock Ownership
Plan (ESOP) which is a separate investment account of this Plan.
Dividends on shares in the SBC Shares Fund and the ESOP can either be reinvested in the SBC Shares Fund on a quarterly basis, or
paid into a separate fund known as a Dividend Fund Account (DFA) for distribution at the end of the year. At the end of the
year, dividends held in the DFA are paid out to the participant. Interest earned on dividends held in the DFA will be paid into
the SBC Shares Fund. During 2003, Plan participants elected to receive $25,525 in dividend distributions. This amount is
included in distributions on the statement of changes in net assets.
Although it has not expressed any intent to do so, SBC has the right under the Plan to discontinue its contributions at any time
and to terminate the Plan subject to the provisions of ERISA. In the event that the Plan is terminated, subject to the
conditions set forth by ERISA, the account balances of all participants shall be 100% vested.
2. Accounting Policies - The values of investments are determined as follows: SBC common shares on the basis of the closing price as
reported on the New York Stock Exchange; contracts with insurance companies and other financial institutions at principal plus
reinvested interest which approximates fair value; common collective trust funds at values obtained from fund managers; and
temporary cash investments at cost, which approximates fair value. Purchases and sales of securities are reflected as of the
trade date. Dividend income is recognized on the ex-dividend date. Interest earned on investments is recognized on the accrual
basis.
The accompanying financial statements were prepared in conformity with accounting principles generally accepted in the United
States, which require management to make estimates that affect the amounts reported in the financial statements and accompanying
notes. Actual results could differ from those estimates.
3. Investments - Investments representing 5% or more of Plan net assets at either December 31, 2003 or 2002 were:
2003 2002
-------------- -------------
Employee Stock Ownership Plan *
SBC common shares $ 1,034,075 $ 1,012,278
SBC Shares Fund
SBC common shares $ 1,507,927 $ 1,581,928
Large Cap Stock Fund
Barclays Global Investors Equity Index Fund F $ 528,101 $ 399,612
* Nonparticipant-directed
During 2003, the Plan's investments (including gains and losses on investments bought and sold, as well as held during the year)
appreciated (depreciated) in value as follows:
Common Stock $ (93,288)
Common Collective Trusts 189,054
-------------
Total $ 95,766
=============
The Interest Income Fund consists of contracts with various financial institutions and insurance companies that promise to repay
principal plus accrued income at contract maturity, subject to the creditworthiness of the issuer. Interest crediting rates are
generally established when the contract is purchased and are periodically reset. For the years ended December 31, 2003 and 2002,
the average interest rates earned on these contracts were 4.44% and 5.39%. At December 31, 2003, the fixed crediting interest
rates on these contracts ranged from 3.24% to 7.97%. At December 31, 2002, the fixed crediting interest rates on these contracts
ranged from 2.83% to 8.00%. No valuation reserves were recorded to adjust contract amounts as of December 31, 2003 or 2002.
The Interest Income Fund invests in both guaranteed investment contracts (GICs) and synthetic investment contracts (SICs). SICs
differ from GICs in that the assets supporting the SICs are owned by the Plan. A bank or insurance company issues a wrapper
contract that allows participant directed transactions to be made at contract value. Wrapper contracts are valued as the
difference between the fair value of the supporting assets and the contract value. The assets supporting the GICs and SICs
generally consist of high quality fixed income securities with a fair value of $778,091 and $777,862 at December 31, 2003 and
2002.
The Plan provides for investments in various investment securities, which in general, are exposed to various risks, such as
interest rate, credit, and overall market volatility risks. Due to the level of risk associated with certain investment
securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that
such change could materially affect the amounts reported in the statements of net assets available for benefits and participant
account balances.
4. Nonparticipant-Directed Investments - Information about the net assets and the significant components of the changes in net
assets relating to the nonparticipant-directed investments as of December 31 is as follows:
2003 2002
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Assets
SBC common shares $ 1,034,075 $ 1,012,278
Temporary cash investments 4,069 4,366
Dividends and interest receivable 2 3
Receivable for investments sold 603 55
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Total Assets 1,038,749 1,016,702
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Liabilities
Administrative expenses payable 430 55
Payable for investments purchased 3,305 3,241
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Total Liabilities 3,735 3,296
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Net Assets Available for Benefits $ 1,035,014 $ 1,013,406
============= =============
2003
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Net Assets Available for Benefits, December 31, 2002 $ 1,013,406
Employer contributions 155,455
Interest income 26
Dividends 3
Transfers from other fund(s) 9
Net depreciation in fair value of investments (31,938)
Administrative expenses (1,840)
Distributions (82,109)
Transfers to other fund(s) (17,998)
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21,608
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Net Assets Available for Benefits, December 31, 2003 $ 1,035,014
=============
5. Tax Status - The Plan has received a determination letter from the Internal Revenue Service dated
March 25, 2004, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (IRC) and, therefore, the
related trust is exempt from taxation. Once qualified, the Plan is required to operate in conformity with the IRC to maintain
its qualification. The plan sponsor has indicated that it will take the necessary steps, if any, to maintain the Plan's
qualified status.
6. Reconciliation of Financial Statements to Form 5500 - The following is a reconciliation of Net Assets Available for Benefits per
the financial statements to the Form 5500 as of December 31:
2003 2002
--------------- --------------
Net Assets Available for Benefits per the financial statements $ 4,727,335 $ 4,468,213
Less: Distribution payable to participants (5,022) (3,670)
--------------- --------------
Net Assets Available for Benefits per the Form 5500 $ 4,722,313 $ 4,464,543
=============== ==============
The following is a reconciliation of benefits paid to participants per the financial statements to the Form 5500 for the
year ended December 31, 2003:
2003
--------------
Distributions to participants per the financial statements $ 456,337
Add: Distributions payable to participants at December 31, 2003 5,022
Less: Distributions payable to participants at December 31, 2002 (3,670)
--------------
Distributions to participants per the Form 5500 $ 457,689
==============
Distributions payable to participants are recorded on the Form 5500 for benefit claims that have been processed and approved for
payment prior to December 31, but not yet paid as of that date.
SBC SAVINGS AND SECURITY PLAN
EIN 43-1301883, PLAN NO. 004
2003 Form 5500 Line 4a - Schedule of Delinquent Participant Contributions
(Dollars in Thousands)
December 31, 2003 Participant Contributions Total that Constitute Nonexempt Prohibited
Transferred Late to Plan Transactions
$ 3 $ 3
SBC SAVINGS AND SECURITY PLAN
EIN 43-1301883, PLAN NO. 004
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2003
(Dollars in Thousands)
Description of Current
Identity of Issue Investment Cost Value
---------------------------------------------------- ------------------------------ ----------- ------------
Employee Stock Ownership Plan
* SBC common shares 39,665,345 shares $ 869,303 $ 1,034,075
* Mellon Trust of New England, N.A. Temporary cash investment 4,069 4,069
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Total Employee Stock Ownership Plan 873,372 1,038,144
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SBC Shares Fund
* SBC common shares 57,841,475 shares 1,507,927
* Mellon Trust of New England, N. A. Temporary cash investment 14,802
------------
Total SBC Shares Fund ** 1,522,729
------------
Bond Fund
* Barclays Global Investors Intermediate
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Government/Credit Bond Index Fund F 9,400,728 units ** 152,386
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Large Cap Stock Fund
------------
* Barclays Global Investors Equity Index Fund F 34,381,599 units ** 528,101
------------
Interest Income Fund
Bank of America National Association Synthetic contract wrapper
#99-086, 4.04% (3,087)
Capital Auto Rec Asset Trust Prime Auto 1,028
Capital Auto Rec Asset Trust Prime Auto 2,995
Capital Auto Rec Asset Trust Prime Auto 4,053
Capital Fin Asset Trust Large Equipment Loan 2,585
Chase Manhattan Auto Owner Trust Prime Auto 3,522
Commercial Mortgage Asset Trust Conduit 3,576
Credit Suisse First Boston Conduit 5,335
Federal Home Loan Banks Agency Debenture 8,527
Federal Home Loan Mortgage Company Agency Debenture 1,887
Federal Home Loan Mortgage Company Agency Debenture 4,451
Federal National Mtge Assn Agency Hybrid 2,965
Federal National Mtge Assn Agency CMO 7,479
Federal National Mtge Assn Home Equity Agency 1,888
Federal National Mtge Assn MBS Agency Hybrid 7,427
Fleet Credit Card MT Bank Credit Card 2,006
Household Private lab MT2 Retail Credit Card 5,386
MBNA Master Credit Card Trust Monoline Credit Card 1,700
Nordstrom Pvt Lbl CC MT Retail Credit Card 5,271
Prime Credit Card MT Retail Credit Card 5,359
Residential Funding Mtg Sec Conduit 5,849
TIAA Cref Conduit 2,230
Union Acceptance Corp Sub-Prime Auto 1,468
United States Treasury Treasury Note 16,218
United States Treasury Treasury Note 4,942
WFS Financial Owners Trust Sub-Prime Auto 2,717
Bank of America National Association Cash on Hand 438
------------
108,215
CDC Financial Products Inc. 7.00% - 7.01%,
8/29/05 - 10/17/05 8,085
GE Life and Annuity 7.45%
7/7/2004 3,723
JP Morgan Chase Bank Synthetic contract wrapper
#426424-T, 3.83% (3,947)
Amex Optima CC MT Monoline Credit Card 3,261
CIT Equipment Collateral Small Equipment Lease 6,483
Capital One Master Trust Monoline Credit Card 1,058
Catipillar Fin Asset Trust Large Equipment Loan 846
Chase Credit Card MT Bank Credit Card 3,877
Citibank Credit Card IT Bank Credit Card 2,054
Citibank Credit Card IT Bank Credit Card 5,206
Credit Suisse First Boston Conduit 4,348
Daimler Chrysler NA Hldg Prime Auto 1,951
John Deere Owner Trust Large Equipment Loan 6,930
Federal National Mtge Assn Agency Debenture 20,933
Federal National Mtge Assn Whole Loan Agency CMO 5,113
Federal National Mtge Assn Agency PAC 4,121
Federal Home Loan Mtge Corp Agency PAC 8,206
Federal National Mtge Assn Agency Hybrid 6,972
Ford Auto Owners Trust Prime Auto 3,791
Ford Auto Owners Trust Prime Auto 5,509
Honda Auto Receivables Prime Auto 2,726
Household Private lbl. CC Retail Credit Card 4,309
Lehman Brothers Comm Conduit Mtg Conduit 4,657
National City Auto Rec Trust Prime Auto 2,617
USAA Auto Owner Trust Prime Auto 7,911
United States Treasury Treasury Note 5,014
WFS Financial Owners Trust Sub-Prime Auto 3,867
JP Morgan Chase Cash on hand 1,526
------------
119,339
Metropolitan Life Synthetic contract wrapper
#28434, 3.5% (1,434)
Capital Auto Rec Asset Trust Prime Auto 1,497
Carmax Auto Owner Trust Non Prime Auto 1,285
Citibank Credit Card IT Bank Credit Card 4,081
Chase Manhattan Auto Owns Trust Conduit 3,575
Federal Home Loan Mortgage Co Agency Debenture 5,551
Federal National Mtge Assn Agency Debenture 7,611
Federal National Mtge Assn Agency Mortgage PoolIntex 5,527
Federal National Mtge Assn - ACES Agency CMBS 7,241
Federal National Mtge Assn Whole Loan Agency CMO 2,905
Honda Auto Receivables Prime Auto 2,726
Household Auto Trust Subprime Auto 1,407
MBNA Master Credit Card Trust Monoline Credit Card 1,622
Nissan Auto Owners Trust Prime Auto 8,045
Nomura Asset Securities Corporation Conduit 8,426
Toyota Auto Owners Trust Prime Auto 4,849
Union Acceptance Corp Sub Prime Auto 3,418
United States Treasury Treasury Note 19,768
WFS Financial Owners Trust Sub-Prime Auto 3,867
Metropolitan Life Cash on hand 381
------------
92,348
Monumental 7.17%
7/25/2005 5,596
Monumental Synthetic Wrapper Contract
MDA00292TR, 4.82% (4,033)
Amex Optima CC MT Monoline Credit Card 849
Ameriquest Mtg Securities Inc Home Equity Senior Sub 2,884
Asset Backed Funding Certificates Home Equity Senior Sub 4,295
Bank One Issuance Trust Bank Credit Card 9,203
CIT Equipment Collateral Small Equipment Lease 1,621
Capital Auto Recovery Asset Trust Prime Auto 2,055
Capital One Auto Sub Prime Auto 1,758
Carmax Auto Owner Trust Nonprime Auto 3,213
Discover Card Master Trust Bank Credit Card 7,504
Federal National Mtge Assn Agency CMBS 5,348
Federal National Mtge Assn Grantor Trust Home Equity Agency 5,082
Federal National Mtge Assn MBS Home Equity Agency 6,155
Federal Home Loan Mtge Corp Home Equity Agency 3,026
Federal National Mtge Assn Whole Loan Home Equity Agency 10,613
Federal National Mtge Assn Whole Loan Home Equity Agency 6,161
Ford Auto Owners Trust Prime Auto 2,582
Home Ownership Funding Step Down 1,505
Home Ownership Funding Step Down 1,255
Honda Auto Receivables Prime Auto 1,956
Honda Auto Receivables Prime Auto 1,322
Household Auto Trust Subprime Auto 266
MBNA Master Trust Monoline Credit Card 4,272
Pinnacle CBO Ltd Asset Backed 1,614
KEYCORP Conduit 2,201
Res Asset Mtg Products Home Equity Agency 4,115
Residential Asset Sec Home Equity Monoline 3,697
Sears Credit Account Trust Retail Credit Card 84
United States Treasury Treasury Note 8,148
Vanderbilt Mortgage Finance Mfg HsgSrSub 2,376
WFS Financial Owners Trust Sub Prime Auto 1,811
Monumental Cash on hand 877
------------
103,815
New York Life Insurance Company 5.28%
2/2/2004 17,502
------------
Prudential Insurance Company 6.02%-7.48%
9/7/04-11/30/05 21,980
Rabobank Nederland Synthetic contract wrapper
SBC-060201, 3.24% (521)
Chase Manhattan Auto Owner Trust Prime Auto 6,951
Federal Home Loan Mtge Corp Agency Hybrid 8,116
Federal Home Loan Mtge Company Agency Debenture 8,882
Federal National Mtge Assn Whole Loan Home Equity Agency 8,286
Federal National Mtge Assn Whole Loan Home Equity Agency 6,238
Federal National Mtge Assn Agency Hybrid 3,023
GMACC Commercial Mtg Securities Conduit 7,825
Saxon Asset Securities Trust Home Equity Senior Sub 2,869
United States Treasury Treasury Note 10,029
United States Treasury Treasury Note 7,907
Rabobank Nederland Cash on hand 201
------------
69,806
Security Life of Denver 7.39%
10/4/2004 7,431
State Street Bank Synthetic Contract Wrapper
99039, 4.93% (4,262)
Amex. Optima CC MT Monoline Credit Card 5,101
Amex. Optima CC MT Monoline Credit Card 3,090
Bank One Issuance Trust Bank Credit Card 9,969
Capital One Master Trust Monoline Credit Card 6,346
Capital One Auto Subprime Auto 2,026
Chase Manhattan Auto Owns Trust Prime Auto 2,072
Citibank Credit Card MT Bank Credit Card 4,216
Commercial Mtg Acceptance Corp Conduit 3,004
Delta Funding HEL Trust Home Equity Monoline 1,587
Federal Home Loan Mtge Corp Agency Hybrid 651
Federal Home Loan Mtge Corp Agency Debenture 1,110
Federal National Mtg Assn Home Equity Agency 3,166
Federal Home Loan Mtge Corp Home Equity Agency 3,299
Federal National Mtge Assn Whole Loan Agency CMO 7,894
Federal National Mtge Assn Whole Loan Home Equity Agency 7,529
Federal Home Loan Mtge Corp Agency PAC 15,980
Federal Home Loan Mtge Corp Agency PAC 7,166
Federal National Mtge Assn Agency Hybrid 16,176
Honda Auto Receivables Prime Auto 106
MBNA Master Trust Monoline Credit Card 3,771
MBNA Master Trust Monoline Credit Card 1,601
MBNA Master Trust Monoline Credit Card 2,136
Nissan Auto Owners Trust Prime Auto 3,271
KEYCORP Conduit 4,401
Sears Credit Account Trust Retail Credit Card 179
United States Treasury Treasury Note 2,006
State Street Bank Cash on Hand 594
------------
SunAmerica Life Insurance Company 7.14%-7.97%
1/2/04-9/22/05 10,722
UBS AG Synthetic Contract Wrapper
5029, 3.24% (1,413)
Americredit Auto Rec Subprime Auto 3,104
Capital One Auto Subprime Auto 2,532
Chase Credit Card MT Bank Credit Card 2,692
Chase Funding Mtg Loan Asset-Back Home Equity Senior Sub 4,269
Commercial Mtg Pass-Thru Cert Conduit 7,821
Federal Home Loan Mortgage Corporation Agency Hybrid 551
Federal Home Loan Banks Agency Debenture 10,032
Federal National Mtge Assn Home Equity Agency 3,166
Federal National Mtge Assn Home Equity Agency 3,078
Federal National Mtge Assn Whole Loan Home Equity Agency 3,629
Federal National Mtge Assn Whole Loan Home Equity Agency 6,196
Federal Home Loan Mtge Corp Agency PAC 8,225
Morgan Stanley Capital I Conduit 7,757
Res Asset Mtg Products Home Equity Agency 3,086
TIAA Real Estate CDO Ltd Conduit 1,673
United States Treasury Treasury Note 4,264
United States Treasury Treasury Note 1,065
USB AG Cash on hand 1,205
------------
72,932
* Mellon Trust of New England, N.A. Temporary cash investment 25,874
------------
Total Interest Income Fund ** 781,553
------------
Asset Allocation Fund
* Barclays Global Investors U.S. Tactical Asset
------------
Fund F 13,688,570 units ** 228,188
------------
Global Equity Fund
* Barclays Global Investors U.S. Equity Market
Fund F 2,012,571 units 55,426
* Barclays Global Investors EAFE Equity
Index Fund F 974,589 units 17,241
------------
Total Global Equity Fund ** 72,667
------------
Mid and Small Cap Stock Fund
------------ ------------
Extended Equity Market Fund F 6,019,806 units ** 101,675
------------
International Fund
* Barclays Global Investors U.S. Equity Market
------------
Fund F 1,013,473 units ** 17,928
------------
Loan Fund
------------
* Loans to Plan Participants 5.00% - 5.25% ** 288,689
------------
TOTAL $ 4,732,060
============
* Party-in-Interest.
** Participant-directed investment, cost not required.
*** Synthetic Insurance Contracts, no stated maturity.
SBC SAVINGS AND SECURITY PLAN
EIN 43-1301883, PLAN NO. 004
SCHEDULE H, LINE 4j - SCHEDULE OF REPORTABLE TRANSACTIONS
December 31, 2003
(Dollars in Thousands)
Current Value
Identity of Description of Purchase Price Selling Cost of of Asset on Net Gain
Party Involved Asset Price Asset Transaction Date (Loss)
-------------------------------- ------------------------------ ---------------- ----------- --------------- ----------------- ----------------
Category (iii) - Series of Transactions in Excess of
5 Percent of Plan Assets
*SBC Communications Inc. SBC Communications Inc.
common stock $ 150,482 $ - $150,482 $ 150,482 $ -
*SBC Communications Inc. SBC Communications Inc.
common stock - 82,107 69,392 82,107 12,715
*Mellon Trust of New England, Pooled Employee Funds Daily
N. A. Liquidity Fund 194,222 - 194,222 194,222 -
*Mellon Trust of New England, Pooled Employee Funds Daily
N. A. Liquidity Fund - 194,494 194,494 194,494 -
* All transactions were purchased and sold on the market.
There were no Category (i), (ii) or (iv) reportable transactions during the year ended December 31, 2003.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan Administrator for the Plan has duly caused this annual
report to be signed by the undersigned thereunto duly authorized.
SBC SAVINGS AND SECURITY PLAN
By SBC Communications Inc., Plan Administrator
for the Foregoing Plan
By /s/ Karen E. Jennings
------------------------------------------
Karen E. Jennings
Senior Executive Vice President -
Human Resources and Communications
Date: June 23, 2004
EXHIBIT INDEX
Exhibit identified below, Exhibit 23 is filed herein as an exhibit hereto.
Exhibit
Number
23 Consent of Independent Registered Public Accounting Firm
EX 23
Form 11-K for 2003
File No. l-8610
Consent of Independent Registered Public Accounting Firm
We consent to the incorporation by reference in the Registration Statement (Form S-8, No. 333-101433) pertaining to SBC
Savings and Security Plan of our report dated June 21, 2004, with respect to the financial statements and supplemental
schedules of SBC Savings and Security Plan included in this Annual Report (Form 11-K) for the year ended December 31, 2003.
/s/ ERNST & YOUNG LLP
San Antonio, Texas
June 21, 2004