AT&T INC. — Director's Dealing 2012

May 15, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AT&T INC. (T)
CIK: 0000732717
Period of Report: 2012-05-14

Reporting Person: BLASE WILLIAM A JR (Sr. Exec. VP-Human Resources)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-05-14	Common Stock	M	1905	$33.15	Acquired	95338	Direct
2012-05-14	Common Stock	F	1890	$33.59	Disposed	93448	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-05-14	Employee Stock Option (Right to Buy) - SSP	$33.15	M	1905	Disposed	2012-06-01	Common Stock (1905)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3758.8138	Indirect
Common Stock	28603.2487	Indirect
Common Stock	73228	Indirect