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AT&T INC. Director's Dealing 2012

Feb 16, 2012

29786_dirs_2012-02-16_73cefd6e-1d25-4c88-afe6-4c0c109f1e9e.zip

Director's Dealing

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SEC Form 4/A — Form 4/A

Issuer: AT&T INC. (T)
CIK: 0000732717
Period of Report: 2012-01-26

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-01-26	Common Stock	F	167995.3206	$29.45	Disposed	318736.5728	Indirect
2012-01-26	Common Stock	D	149106.3594	$29.45	Disposed	169630.2134	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	874799	Direct

Footnotes

F1: Mandatory tax withholding on distribution of performance shares.

F2: Represents portion of the performance shares distributed in cash, after taxes.

F3: Amended to reflect actual shares withheld as a result of re-calculation of shares needed to satisfy federal taxes on distribution of performance shares.