







                                                            Exhibit 24




                           CONSENT OF INDEPENDENT AUDITORS


               We consent to the reference to our firm under the caption
          "Experts" in the Registration Statement (Form S-8) pertaining to
          the Southwestern Bell Corporation Stock Savings Program,
          consisting of the Southwestern Bell Corporation  Stock Savings
          Plan, the Southwestern Bell Corporation Management Stock Savings
          Plan, and the Southwestern Bell Corporation Stock Based Savings
          Plan, and to the incorporation by reference therein of our
          reports dated February 11, 1994, with respect to the consolidated
          financial statements of Southwestern Bell Corporation
          incorporated by reference in its Annual Report (Form 10-K) for
          the year ended December 31, 1993, and the related financial
          statement schedules included therein, filed with the Securities
          and Exchange Commission.




                                        ERNST & YOUNG

          San Antonio, Texas
          June 24, 1994
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