AT&T INC. — Director's Dealing 2013

Nov 4, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AT&T INC. (T)
CIK: 0000732717
Period of Report: 2013-10-31

Reporting Person: STEPHENS JOHN JOSEPH (Sr. Exec. VP and CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-10-31	Common Stock	A	1507.2572	$36.20	Acquired	68357.7162	Indirect
2013-11-01	Common Stock	M	5044	$23.92	Acquired	31411	Direct
2013-11-01	Common Stock	M	12478	$23.74	Acquired	43889	Direct
2013-11-01	Common Stock	M	4686	$26.46	Acquired	48575	Direct
2013-11-01	Common Stock	S	16675	$36.25	Disposed	31900	Direct
2013-11-01	Common Stock	S	1500	$36.2501	Disposed	30400	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-11-01	Employee Stock Option (Right to Buy) - SSP	$23.92	M	5044	Disposed	2015-01-30	Common Stock (5044)	Direct
2013-11-01	Employee Stock Option (Right to Buy) - SSP	$23.74	M	12478	Disposed	2014-05-30	Common Stock (12478)	Direct
2013-11-01	Employee Stock Option (Right to Buy) - SSP	$26.46	M	4686	Disposed	2014-01-31	Common Stock (4686)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2796.3582	Indirect
Common Stock	163302	Indirect

Footnotes

F1: Represents deferred stock units purchased by the reporting person with automatic payroll deductions and partial company matching contributions. Deferred stock units are settled only in stock on a 1-for-1 basis.