AT&T INC. — Director's Dealing 2011

Jan 4, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AT&T INC. (T)
CIK: 0000732717
Period of Report: 2010-12-31

Reporting Person: WILKINS RAYFORD JR (CEO-AT&T Diversified Bus.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-12-31	Common Stock	A	652.0764	$29.38	Acquired	29155.1866	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	280650.2951	Direct
Common Stock	7652.1848	Indirect
Common Stock	5.7412	Indirect
Common Stock	664.9643	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.

F2: Includes 289.9853 shares acquired on 11/2/2010 at a price of $29.044 through reinvested dividends under dividend reinvestment plan.

F3: Includes 9.4787 shares acquired on 11/2/2010 at a price of $29.044 through reinvested dividends under broker-administered dividend reinvestment plan.