AT&T INC. — Director's Dealing 2010

Sep 2, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AT&T INC. (T)
CIK: 0000732717
Period of Report: 2010-08-31

Reporting Person: WATTS DONALD W (Sr. Exec. VP and Gen. Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-08-31	Common Stock	A	439.5116	$27.0300	Acquired	23143.9199	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	54461.0000	Direct
Common Stock	5354.4950	Indirect

Footnotes

F1: Automatic purchase of shares by the reporting person with payroll deductions and, to a limited extent, company matching contributions, in the form of deferred stock units settled only in stock on a 1-for-1 basis as provided for in the plan.