AT&T INC. — Director's Dealing 2011

Nov 2, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AT&T INC. (T)
CIK: 0000732717
Period of Report: 2011-10-31

Reporting Person: AMELIO GILBERT F (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-10-31	Deferred Stock Units	$	A	1537.4709	Acquired		Common Stock (1537.4709)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	31.1898	Direct
Common Stock	3074	Indirect

Footnotes

F1: Includes 0.3960 shares acquired on 8/1/2011 at a price of $29.5926 through reinvested dividends under dividend reinvestment plan.

F2: Acquisition of deferred stock units pursuant to the AT&T Inc. Non-Employee Director Stock and Deferral Plan. After the reporting person ceases to be a director, each unit is paid out in cash equal to the value of one share of AT&T common stock at times elected by the director.