Obbligazione ATT 6.3% ( US00206RAG74 ) in USD

ATT

107.096 USD ▲

Stati Uniti

US00206RAG74 ( in USD )

6.3% per anno ( pagato 2 volte l'anno)

14/01/2038

Prospetto opuscolo dell'obbligazione AT&T US00206RAG74 en USD 6.3%, scadenza 14/01/2038

2 000 USD

1 064 659 000 USD

00206RAG7

BBB ( Lower medium grade - Investment-grade )

Baa2 ( Lower medium grade - Investment-grade )

15/07/2025 ( In 51 giorni )

AT&T è una multinazionale statunitense operante nel settore delle telecomunicazioni, offrendo servizi di telefonia fissa e mobile, internet e televisione.

The Obbligazione issued by ATT ( United States ) , in USD, with the ISIN code US00206RAG74, pays a coupon of 6.3% per year.
The coupons are paid 2 times per year and the Obbligazione maturity is 14/01/2038

The Obbligazione issued by ATT ( United States ) , in USD, with the ISIN code US00206RAG74, was rated Baa2 ( Lower medium grade - Investment-grade ) by Moody's credit rating agency.

The Obbligazione issued by ATT ( United States ) , in USD, with the ISIN code US00206RAG74, was rated BBB ( Lower medium grade - Investment-grade ) by Standard & Poor's ( S&P ) credit rating agency.

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Filed pursuant to Rule 424(b)(5)
SEC File No. 333-143180
CALCULATION OF REGISTRATION FEE

Maximum
Proposed Maximum
Amount of
Title of Each Class of Securities to
Amount to be
Offering Price
Aggregate Offering
Registration Fee
be Registered

Registered

Per Unit
Price

(1)(2)
4.950% Global Notes due 2013

$1,000,000,000
99.916%
$ 2,990,340,000
$
92,100
6.300% Global Notes due 2038

$2,000,000,000
99.559%

(1) Pursuant to Rule 457(r), the total registration fee for this offering is $92,100.00
(2) $48,076.20 has already been paid with respect to $3,566,000,000 aggregate initial offering price of securities that were
previously registered pursuant to Registration Statement No. 333-118476, and were not sold thereunder. A filing fee of
$44,024.00 is being paid in connection with this offering.
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Prospectus Supplement
December 3, 2007
(To Prospectus dated May 23, 2007)
U.S.$3,000,000,000

AT&T Inc.
U.S.$1,000,000,000 4.950% Global Notes due 2013
U.S.$2,000,000,000 6.300% Global Notes due 2038

We will pay interest on the 4.950% global notes due 2013 (the "2013 Notes") and the 6.300% global notes due 2038
(the "2038 Notes" and, together with the 2013 Notes, the "Notes") on January 15 and July 15 of each year. The first such
payment will be made on July 15, 2008.
We may redeem some or all of the Notes at any time at the "make-whole premium" price indicated under the heading
"Description of the Notes--Optional Redemption of the Notes" beginning on page S-5 of this prospectus supplement. The
Notes will be issued in minimum denominations of $2,000 and integral multiples of $1,000.

Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of
these securities or passed upon the accuracy or adequacy of this prospectus supplement or the accompanying
prospectus. Any representation to the contrary is a criminal offense.

Per 2013 Note
Total
Per 2038 Note
Total
Initial public offering price

99.916%
$999,160,000
99.559%
$1,991,180,000
Underwriting discount

0.350%
$ 3,500,000
0.875%
$
17,500,000
Proceeds, before expenses, to AT&T (1)

99.566%
$995,660,000
98.684%
$1,973,680,000

(1) The underwriters have agreed to reimburse us for certain of our expenses. See "Underwriting."
The initial public offering prices set forth above do not include accrued interest, if any. Interest on the Notes will accrue
from December 6, 2007.

The underwriters expect to deliver the Notes through the facilities of The Depository Trust Company, Clearstream and
Euroclear against payment in New York, New York on December 6, 2007.

Joint Book-Running Managers

Goldman, Sachs & Co.
JPMorgan
Wachovia
Securities

Senior Co-Managers

Deutsche Bank Securities

Lehman Brothers

RBS Greenwich Capital
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Co-Managers

Cabrera Capital Markets, LLC
CastleOak Securities, L.P.
Citi
Mitsubishi UFJ Securities

Morgan Stanley

UBS Investment Bank
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You should rely only on the information contained or incorporated by reference in this prospectus supplement
and the accompanying prospectus. We have not, and the underwriters have not, authorized any other person to
provide you with different information. If anyone provides you with different or inconsistent information, you should
not rely on it. We are not, and the underwriters are not, making an offer to sell these securities in any jurisdiction
where the offer or sale is not permitted. You should assume that the information appearing in this prospectus
supplement and the accompanying prospectus, as well as information we previously filed with the Securities and
Exchange Commission and incorporated by reference, is accurate as of their respective dates. Our business, financial
condition, results of operations and prospects may have changed since those dates.
To the extent there is a conflict between the information contained in this prospectus supplement, on the one hand, and
the information contained in the accompanying prospectus, on the other hand, the information contained in this prospectus
supplement shall control. If any statement in this prospectus supplement conflicts with any statement in a document which
we have incorporated by reference, then you should consider only the statement in the more recent document.
In this prospectus supplement, "we," "our," "us" and "AT&T" refer to AT&T Inc. and its consolidated subsidiaries.

TABLE OF CONTENTS
Prospectus Supplement

Page
Summary of the Offering

S-3
Use of Proceeds

S-4
Capitalization

S-4
Description of the Notes

S-4
United States Tax Considerations
S-12
Underwriting
S-16
Validity of Securities
S-19
Prospectus

Description of AT&T Inc.

1
Use of Proceeds

1
Summary Description of the Securities We May Issue

1
Description of Debt Securities We May Offer

1
Description of Preferred Stock

14
Description of Depositary Shares

15
Description of Common Stock

19
Plan of Distribution

21
Validity of Securities

22
Experts

22
Documents Incorporated by Reference

22
Where You Can Find More Information

23

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SUMMARY OF THE OFFERING
Issuer
AT&T Inc. (formerly known as SBC Communications Inc.)
Securities Offered
U.S.$1,000,000,000 principal amount of 4.950% global notes due 2013 and
U.S.$2,000,000,000 principal amount of 6.300% global notes due 2038.

Maturity Dates
January 15, 2013, at par, for the 2013 Notes.

January 15, 2038, at par, for the 2038 Notes.

Interest Rates
The 2013 Notes will bear interest from December 6, 2007 at the rate of
4.950% per annum and the 2038 Notes will bear interest from December 6,
2007 at the rate of 6.300% per annum, in each case payable semi-annually in
arrears in two equal payments.

Interest Payment Dates
January 15 and July 15 of each year, commencing on July 15, 2008.

Optional Redemption
The Notes are redeemable at any time, in whole or in part, at a redemption
price equal to their principal amount plus a "make-whole premium," if any,
and accrued and unpaid interest to the redemption date. See "Description of
the Notes--Optional Redemption of the Notes."

Markets
The Notes are offered for sale in those jurisdictions in the United States,
Europe and Asia where it is legal to make such offers. See "Underwriting."

No Listing
The Notes are not being listed on any organized exchange or market.

Form and Settlement
The Notes will be issued in the form of one or more fully registered global
notes which will be deposited with, or on behalf of, The Depository Trust
Company -- known as DTC -- as the depositary, and registered in the name
of Cede & Co., DTC's nominee. Beneficial interests in the global notes will
be represented through book-entry accounts of financial institutions acting on
behalf of beneficial owners as direct and indirect participants in DTC.
Investors may elect to hold interests in the global notes through either DTC
(in the United States), Clearstream Banking, Société Anonyme, or Euroclear
Bank S.A./N.V., as operator of the Euroclear System (outside of the United
States), if they are participants in these systems, or indirectly through
organizations which are participants in these systems. Cross-market transfers
between persons holding directly or indirectly through DTC participants, on
the one hand, and directly or indirectly through Clearstream or Euroclear
participants, on the other hand, will be effected in accordance with DTC rules
on behalf of the relevant international clearing system by its U.S. depositary.

Governing Law
The Notes will be governed by the laws of the State of New York.

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USE OF PROCEEDS
The net proceeds to AT&T from the Notes offering will be approximately $2,969,340,000, after deducting underwriting
discounts and commissions and estimated offering expenses. These proceeds will be used for general corporate purposes.
CAPITALIZATION
The following table sets forth the capitalization of AT&T as of September 30, 2007 and as adjusted solely to reflect the
issuance of $3.0 billion of the Notes, net of the underwriting discounts and commissions and estimated offering expenses,
and the application of the net proceeds as described under "Use of Proceeds" above assuming that all of the net proceeds
from the sale of the Notes would be used for general corporate purposes. AT&T's total capital consists of debt (long-term
debt and debt maturing within one year) and shareowners' equity. In November 2007, AT&T issued a zero-coupon senior
note in an unregistered offering and received proceeds of $500 million which were used to repay short-term debt. The
principal amount payable at stated maturity on November 27, 2022 is $1,030,000,000.

As of September 30, 2007
As

Actual
adjusted

(unaudited)
(unaudited)

(in millions)
Long-term debt

$
54,585
$
58,085
Debt maturing within one year(1)

6,026
5,526
Shareowners' equity:

Common shares ($1 par value, 7,000,000,000 authorized:issued 6,495,231,088)
6,495
6,495
Capital in excess of par value

91,534
91,534
Retained earnings

32,606
32,606
Treasury shares (422,763,321 at cost)

(14,411)
(14,411)
Other adjustments

(5,050)
(5,050)
Shareowners' equity

$
111,174
$
111,174

Total Capitalization

$
171,785
$
174,785

(1) Debt maturing within one year consists principally of the current portion of long-term debt, and commercial paper and other short-term borrowings.
DESCRIPTION OF THE NOTES
The following description of the general terms of the Notes should be read in conjunction with the statements under
"Description of Debt Securities We May Offer" in the accompanying prospectus. If this summary differs in any way from the
"Summary Description of the Securities We May Issue" in the accompanying prospectus, you should rely on this summary.
General
The Notes will be issued under our indenture with The Bank of New York, acting as trustee, as described under
"Description of Debt Securities We May Offer" in the accompanying prospectus. The Notes will be our unsecured and
unsubordinated obligations and will rank pari passu with all other indebtedness issued under our indenture. The Notes will
constitute two separate series under the indenture. We will issue the Notes in fully registered form only and in minimum
denominations of $2,000 and integral multiples of $1,000 thereafter.

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We may issue definitive notes in the limited circumstances set forth in "-- Form and Title" below. If we issue definitive
notes, principal of and interest on our notes will be payable in the manner described below, the transfer of our notes will be
registrable, and our notes will be exchangeable for notes bearing identical terms and provisions, at the office of The Bank of
New York, the paying agent and registrar for our notes, currently located at 101 Barclay Street, New York, New York 10286.
However, payment of interest, other than interest at maturity, or upon redemption, may be made by check mailed to the
address of the person entitled to the interest as it appears on the security register at the close of business on the regular record
date corresponding to the relevant interest payment date. Notwithstanding this, (1) the depositary, as holder of our notes, or
(2) a holder of more than $5 million in aggregate principal amount of notes in definitive form can require the paying agent to
make payments of interest, other than interest due at maturity, or upon redemption, by wire transfer of immediately available
funds into an account maintained by the holder in the United States, by sending appropriate wire transfer instructions as long
as the paying agent receives the instructions not less than ten days prior to the applicable interest payment date. The principal
and interest payable in U.S. dollars on a note at maturity, or upon redemption, will be paid by wire transfer of immediately
available funds against presentation of a note at the office of the paying agent.
For purposes of the Notes, a business day means a business day in The City of New York and London.
The 2013 Notes offered by this prospectus supplement will bear interest at the rate of 4.950% per annum. We will pay
interest on our 2013 Notes in arrears on each January 15 and July 15, commencing on July 15, 2008, to the persons in whose
names our 2013 Notes are registered at the close of business on the January 1 and July 1 preceding the respective interest
payment date. The 2013 Notes mature on January 15, 2013.
The 2038 Notes offered by this prospectus supplement will bear interest at the rate of 6.300% per annum. We will pay
interest on our 2038 Notes in arrears on each January 15 and July 15, commencing on July 15, 2008, to the persons in whose
names our 2038 Notes are registered at the close of business on the January 1 and July 1 preceding the respective interest
payment date. The 2038 Notes mature on January 15, 2038.
Optional Redemption of the Notes
The Notes of each series will be redeemable, as a whole or in part, at our option, at any time, on at least 30 days', but
not more than 60 days', prior notice mailed to the registered address of each holder of the Notes of that series. The
redemption price will be equal to the greater of (1) 100% of the principal amount of the Notes of that series to be redeemed or
(2) the sum of the present values of the Remaining Scheduled Payments (as defined below) discounted to the redemption
date, on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the sum of the
Treasury Rate (as defined below) for that series and 25 basis points for the 2013 Notes and 30 basis points for the 2038
Notes. In the case of each of clauses (1) and (2), accrued interest will be payable to the redemption date.
"Treasury Rate" means, with respect to any redemption date for a series of Notes, the rate per annum equal to the
semiannual equivalent yield to maturity or interpolation (on a day count basis) of the interpolated Comparable Treasury
Issue, assuming a price for the Comparable Treasury Issue (expressed as a percentage of its principal amount) equal to the
Comparable Treasury Price for such redemption date.
"Comparable Treasury Issue" means the United States Treasury security or securities selected by an Independent
Investment Banker as having an actual or interpolated maturity comparable to the remaining term of the Notes of the series to
be redeemed that would be utilized, at the time of selection and in accordance with customary financial practice, in pricing
new issues of corporate debt securities of a comparable maturity to the remaining term of such Notes.
"Independent Investment Banker" means one of the Reference Treasury Dealers, appointed by the trustee after
consultation with AT&T.

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"Comparable Treasury Price" means, with respect to any redemption date for a series of Notes, (1) the average of the
Reference Treasury Dealer Quotations for such redemption date after excluding the highest and lowest of such Reference
Treasury Dealer Quotations, or (2) if the trustee obtains fewer than three such Reference Treasury Dealer Quotations, the
average of all such quotations.
"Reference Treasury Dealer Quotations" means, with respect to each Reference Treasury Dealer and any redemption
date for a series of Notes, the average, as determined by the trustee, of the bid and asked prices for the Comparable Treasury
Issue (expressed in each case as a percentage of its principal amount) quoted in writing to the trustee by such Reference
Treasury Dealer at 3:30 p.m., New York City time, on the third business day preceding such redemption date.
"Reference Treasury Dealer" means each of Goldman, Sachs & Co., J.P. Morgan Securities Inc. and one other primary
U.S. Government Securities dealer in the United States (a "Primary Treasury Dealer") selected by Wachovia Capital
Markets, LLC and their respective successors; provided, however, that if any of the foregoing shall cease to be a Primary
Treasury Dealer, we will substitute therefor another Primary Treasury Dealer.
"Remaining Scheduled Payments" means, with respect to each Note of a series to be redeemed, the remaining scheduled
payments of principal of and interest on the Note that would be due after the related redemption date but for the redemption.
If that redemption date is not an interest payment date with respect to a Note, the amount of the next succeeding scheduled
interest payment on the Note will be reduced by the amount of interest accrued on the Note to the redemption date.
On and after the redemption date, interest will cease to accrue on the Notes or any portion of the Notes called for
redemption, unless we default in the payment of the redemption price and accrued interest. On or before the redemption date,
we will deposit with a paying agent or the trustee money sufficient to pay the redemption price of and accrued interest on the
Notes to be redeemed on that date.
In the case of any partial redemption, selection of the Notes of a series will be made by the trustee by lot or by such
other method as the trustee in its sole discretion deems to be fair and appropriate.
Form and Title
The Notes of each series will be issued in the form of one or more fully registered global notes which will be deposited
with, or on behalf of, The Depository Trust Company, known as DTC, as the depositary, and registered in the name of
Cede & Co., DTC's nominee. Beneficial interests in the global notes will be represented through book entry accounts of
financial institutions acting on behalf of beneficial owners as direct and indirect participants in DTC. Investors may elect to
hold interests in the global notes through either DTC (in the United States), Clearstream Banking, Société Anonyme, which
we refer to as "Clearstream Luxembourg," or Euroclear Bank S.A./N.V., as operator of the Euroclear System (outside of the
United States), if they are participants in these systems, or indirectly through organizations which are participants in these
systems. Clearstream Luxembourg and Euroclear will hold interests on behalf of their participants through customers'
securities accounts in Clearstream Luxembourg's and Euroclear's names on the books of their respective depositaries, which
in turn will hold these interests in customers' securities accounts in the names of their respective U.S. depositaries on the
books of DTC. Citibank, N.A. will act as the U.S. depositary for Clearstream Luxembourg, and JPMorgan Chase Bank, N.A.
will act as the U.S. depositary for Euroclear. Except under circumstances described below, the Notes will not be issuable in
definitive form. The laws of some states require that certain purchasers of securities take physical delivery of their securities
in definitive form. These limits and laws may impair the ability to transfer beneficial interests in the global notes.
So long as the depositary or its nominee is the registered owner of the global notes, the depositary or its nominee will be
considered the sole owner or holder of the Notes represented by the global notes for all purposes under the indenture. Except
as provided below, owners of beneficial interests in the global notes will not be entitled to have Notes represented by the
global notes registered in their names, will not receive or be entitled to

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receive physical delivery of Notes in definitive form and will not be considered the owners or holders thereof under the
indenture.
Principal and interest payments on Notes registered in the name of the depositary or its nominee will be made to the
depositary or its nominee, as the case may be, as the registered owner of the global notes. None of us, the trustee, any paying
agent or registrar for the Notes will have any responsibility or liability for any aspect of the records relating to or payments
made on account of beneficial interests in the global notes or for maintaining, supervising or reviewing any records relating
to these beneficial interests.
We expect that the depositary for the Notes or its nominee, upon receipt of any payment of principal or interest, will
credit the participants' accounts with payments in amounts proportionate to their respective beneficial interests in the
principal amount of the global notes as shown on the records of the depositary or its nominee. We also expect that payments
by participants to owners of beneficial interest in the global notes held through these participants will be governed by
standing instructions and customary practices, as is now the case with securities held for the accounts of customers in bearer
form or registered in "street name," and will be the responsibility of these participants.
If the depositary is at any time unwilling or unable to continue as depositary for the global notes of a series and a
successor depositary is not appointed by us within 90 days, we will issue Notes of that series in definitive form in exchange
for the global notes of that series. We will also issue Notes in definitive form in exchange for the global notes if an event of
default has occurred with regard to the Notes represented by the global notes and has not been cured or waived. In addition,
we may at any time and in our sole discretion determine not to have the Notes of a series represented by the global notes and,
in that event, will issue Notes of that series in definitive form in exchange for the global notes. In any such instance, an owner
of a beneficial interest in the global notes will be entitled to physical delivery in definitive form of Notes represented by the
global notes equal in principal amount to such beneficial interest and to have such Notes registered in its name. Notes so
issued in definitive form will be issued as registered Notes in minimum denominations of $2,000 and integral multiples of
$1,000 thereafter, unless otherwise specified by us. Our definitive Notes can be transferred by presentation for registration to
the registrar at its New York office and must be duly endorsed by the holder or his attorney duly authorized in writing, or
accompanied by a written instrument or instruments of transfer in form satisfactory to us or the trustee duly executed by the
holder or his attorney duly authorized in writing. We may require payment of a sum sufficient to cover any tax or other
governmental charge that may be imposed in connection with any exchange or registration of transfer of definitive notes.
The Clearing Systems
DTC. The depositary has advised us as follows: the depositary is a limited-purpose trust company organized under the
New York Banking Law, a "banking organization" within the meaning of the New York Banking Law, a member of the
Federal Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial Code, and a
"clearing agency" registered pursuant to the provisions of Section 17A of the Exchange Act. The depositary holds securities
deposited with it by its participants and facilitates the settlement of transactions among its participants in such securities
through electronic computerized book-entry changes in accounts of the participants, thereby eliminating the need for physical
movement of securities certificates. The depositary's participants include securities brokers and dealers (including the
underwriters), banks, trust companies, clearing corporations and certain other organizations, some of whom (and/or their
representatives) own the depositary. Access to the depositary's book-entry system is also available to others, such as banks,
brokers, dealers and trust companies that clear through or maintain a custodial relationship with a participant, either directly
or indirectly.
According to the depositary, the foregoing information with respect to the depositary has been provided to the financial
community for informational purposes only and is not intended to serve as a representation, warranty or contract modification
of any kind.

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Clearstream Luxembourg. Clearstream Luxembourg advises that it is incorporated under the laws of Luxembourg as a
professional depositary. Clearstream Luxembourg holds securities for its participating organizations and facilitates the
clearance and settlement of securities transactions between Clearstream Luxembourg participants through electronic book-
entry changes in accounts of Clearstream Luxembourg participants, thereby eliminating the need for physical movement of
certificates. Clearstream Luxembourg provides to Clearstream Luxembourg participants, among other things, services for
safekeeping, administration, clearance and settlement of internationally traded securities and securities lending and
borrowing. Clearstream Luxembourg interfaces with domestic markets in several countries. As a professional depositary,
Clearstream Luxembourg is subject to regulation by the Luxembourg Monetary Institute. Clearstream Luxembourg
participants are recognized financial institutions around the world, including underwriters, securities brokers and dealers,
banks, trust companies, clearing corporations and certain other organizations and may include the underwriters. Indirect
access to Clearstream Luxembourg is also available to others, such as banks, brokers, dealers and trust companies that clear
through or maintain a custodial relationship with a Clearstream Luxembourg participant either directly or indirectly.
Distributions with respect to the Notes held beneficially through Clearstream Luxembourg will be credited to cash
accounts of Clearstream Luxembourg participants in accordance with its rules and procedures, to the extent received by the
U.S. depositary for Clearstream Luxembourg.
Euroclear. Euroclear has advised that it was created in 1968 to hold securities for its participants and to clear and settle
transactions between Euroclear participants through simultaneous electronic book-entry delivery against payment,
eliminating the need for physical movement of certificates and eliminating any risk from lack of simultaneous transfers of
securities and cash. Euroclear provides various other services, including securities lending and borrowing and interfaces with
domestic markets in several countries. The Euroclear System is owned by Euroclear Clearance System Public Limited
Company (ECSplc) and operated through a license agreement by Euroclear Bank S.A./N.V., a bank incorporated under the
laws of the Kingdom of Belgium as the "Euroclear operator."
The Euroclear operator holds securities and book-entry interests in securities for participating organizations and
facilitates the clearance and settlement of securities transactions between Euroclear participants, and between Euroclear
participants and participants of certain other securities intermediaries through electronic book-entry changes in accounts of
such participants or other securities intermediaries.
The Euroclear operator provides Euroclear participants, among other things, with safekeeping, administration, clearance
and settlement, securities lending and borrowing, and related services.
Non-participants of Euroclear may hold and transfer book-entry interests in the securities through accounts with a direct
participant of Euroclear or any other securities intermediary that holds a book-entry interest in the securities through one or
more securities intermediaries standing between such other securities intermediary and the Euroclear operator.
The Euroclear operator is regulated and examined by the Belgian Banking and Finance Commission and the National
Bank of Belgium.
Securities clearance accounts and cash accounts with the Euroclear operator are governed by the "Terms and Conditions
Governing Use of Euroclear" and the related operating procedures of the Euroclear System, and applicable Belgian law,
which are collectively referred to as the "terms and conditions." The terms and conditions govern transfers of notes and cash
within Euroclear, withdrawals of notes and cash from Euroclear, and receipts of payments with respect to notes in Euroclear.
All notes in Euroclear are held on a fungible basis without attribution of specific certificates to specific securities clearance
accounts. The Euroclear operator acts under the terms and conditions only on behalf of Euroclear participants, and has no
record of or relationship with persons holding through Euroclear participants.

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