AT&T INC. — Director's Dealing 2010

Feb 2, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AT&T INC. (T)
CIK: 0000732717
Period of Report: 2010-01-29

Reporting Person: CALLAWAY JAMES W (Sr.Exec.VP-Exec. Oprs.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-01-29	Common Stock	A	166.3935	$25.36	Acquired	2378.3468	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	43966	Direct
Common Stock	31511.243	Indirect
Common Stock	204932	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.