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AT&T INC. Director's Dealing 2010

Jan 13, 2010

29786_dirs_2010-01-13_8861f86a-f9a9-49e6-aed1-f1e1740b5eed.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AT&T INC. (T)
CIK: 0000732717
Period of Report: 2010-01-11

Reporting Person: ANDERSON REUBEN V (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2010-01-11 Common Stock M 4079.527 Acquired 25019.527 Direct
2010-01-11 Common Stock D 205.957 $28.445 Disposed 24813.57 Direct
2010-01-11 Common Stock D 3873.57 $27.002 Disposed 20940 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2010-01-11 Phantom Deferral Shares $0 M 4079.527 Disposed Common Stock (4079.527) Indirect

Footnotes

F1: Pursuant to the terms of the BellSouth Non-Qualified Deferred Compensation Plan for Non-Employee Directors and Certain Executives, the price of these phantom deferral shares was calculated based on the average high and low sales prices of AT&T Inc. common stock on the NYSE on January 4, 2010.

F2: Pursuant to the terms of the BellSouth Corporation Directors Compensation Deferral Plan, the price of these phantom deferral units was calculated based on the average of the high and low sales prices of AT&T common stock on the NYSE on the last trading day of each of the three calendar
months preceding the distribution date.

F3: Acquired pursuant to various BellSouth Corporation director deferral plans. Each unit is converted into the equivalent value in cash of one share of AT&T common stock and distributed at the election of the reporting person.