AT&T INC. — Director's Dealing 2012

Aug 2, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AT&T INC. (T)
CIK: 0000732717
Period of Report: 2012-07-31

Reporting Person: AMELIO GILBERT F (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-07-31	Deferred Stock Units	$	A	1372.9619	Acquired		Common Stock (1372.9619)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	32.3953	Direct
Common Stock	3074	Indirect

Footnotes

F1: Includes 0.3819 shares acquired on 5/1/2012 at a price of $32.7576 through reinvested dividends under dividend reinvestment plan.

F2: Acquisition of deferred stock units pursuant to the AT&T Inc. Non-Employee Director Stock and Deferral Plan. After the reporting person ceases to be a director, each unit is paid out in cash equal to the value of one share of AT&T common stock at times elected by the director.