AT&T INC. — Director's Dealing 2011

Jan 31, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AT&T INC. (T)
CIK: 0000732717
Period of Report: 2011-01-28

Reporting Person: LINDNER RICHARD G (Sr. Exec. VP and CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-01-28	Common Stock	F	26585	$27.49	Disposed	122066	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1335.5519	Indirect
Common Stock	95686.8653	Indirect
Common Stock	164084	Indirect

Footnotes

F1: Mandatory tax withholding on vesting of restricted stock.