AT&T INC. — Director's Dealing 2011

Mar 2, 2011

SEC Form 4/A — Form 4/A

Issuer: AT&T INC. (T)
CIK: 0000732717
Period of Report: 2010-06-15

Reporting Person: STEPHENSON RANDALL L (Director, Chairman, CEO and President)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-06-15	Employee Stock Option (Right to Buy) - SPDP	$25.54	A	379336	Acquired	2020-06-15	Common Stock (379336)	Direct

Footnotes

F1: Options were acquired pursuant to the AT&T Stock Purchase and Deferral Plan, where two options are issued for each share purchased by a participant's contributions. Options are exercisable upon termination of employment or one year after issuance whichever is earlier.

F2: Amended to reflect correct number of stock options issued. Reporting person may purchase one share of Issuer's common stock per option.