AT&T INC. — Director's Dealing 2011

Mar 14, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AT&T INC. (T)
CIK: 0000732717
Period of Report: 2011-03-10

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-03-10	Common Stock	F	1747.7316	$28.61	Disposed	21361.4145	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	73831	Direct
Common Stock	5586.2546	Indirect

Footnotes

F1: Mandatory tax withholding of shares.

F2: Reflects transfer of 3,243 shares indirectly held in benefit plan to direct ownership.