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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report: July 18, 1996
AT&T CORP.
A New York Commission File I.R.S. Employer
Corporation No. 1-1105 No. 13-4924710
32 Avenue of the Americas, New York, New York 10013-2412
Telephone Number (212) 387-5400
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Form 8-K AT&T Corp.
July 18, 1996
Item 5. Other Events.
See Exhibit 99 to this Form 8-K.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit 99 AT&T Corp. Press Release issued
July 18, 1996.
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Form 8-K AT&T Corp.
July 18, 1996
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized.
AT&T CORP.
By: S. L. Prendergast
Vice President and Treasurer
July 18, 1996
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EXHIBIT INDEX
Exhibit
Number
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99 AT&T Corp. Press Release issued July 18, 1996.
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<PAGE> 1 Exhibit 99
AT&T BOARD SETS DATE FOR SPINOFF OF LUCENT TECHNOLOGIES,
SIGNALS INTENT TO MAINTAIN AT&T DIVIDEND AT CURRENT RATE
FOR RELEASE: Thursday, July 18, 1996
NEW YORK - Achieving another significant milestone in
the strategic restructuring of the company, AT&T today
announced its board of directors has declared a special stock
dividend to AT&T shareowners of record on September 17, 1996,
to be distributed September 30, 1996.
The special dividend is the distribution of the
524,624,894 shares of common stock in Lucent Technologies
currently held by AT&T - thereby finalizing the spinoff of
Lucent Technologies.
The Lucent Technologies shares will be distributed on the
basis of approximately .326 of a share of Lucent for each AT&T
share outstanding. The final ratio will be determined based on
the actual number of AT&T shares outstanding on the record
date. On June 28, AT&T had 1,610,360,862 shares outstanding.
The distribution of Lucent shares will result in AT&T
shareowners receiving approximately 82.4 percent of the
outstanding shares of Lucent Technologies common stock. The
other 17.6 percent of the outstanding shares was sold to the
public in April.
Looking forward, the company said the board of directors
also reviewed the AT&T dividend policy and indicated that AT&T
currently intends to maintain its regular quarterly dividend
of $.33 per share following the spinoff.
AT&T, noting that it is premature to declare future
quarterly dividends, said that if it continues paying its
dividend at the same rate and Lucent Technologies continues
its current dividend policy, AT&T shareowners who continue to
hold both AT&T and Lucent Technologies shares would, in the
aggregate, see an increase of approximately 7.4 percent as of
the fourth-quarter dividend.
AT&T shareowners will receive stock certificates for
whole shares of Lucent Technologies and cash payments for
fractional shares. As previously announced, AT&T has received
a ruling from the Internal Revenue Service that the dividend
to shareowners qualifies as tax-free for federal income tax
purposes, except to the extent that cash is received instead
of fractional shares. The distribution remains subject to the
conditions set forth in the spinoff agreement previously
entered into between AT&T and Lucent Technologies.
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Following the distribution of Lucent Technologies to
shareowners, payment and amount of dividends will be subject
to the discretion of the boards of directors of the two
separate companies and will depend on results of operations,
financial conditions, cash requirements, future prospects, and
other factors deemed relevant by the respective boards of
directors.
Separately, AT&T and Lucent Technologies previously
declared second-quarter dividends of $.33 and $.075 per
common share respectively, payable August 1, 1996, to
shareowners of record on June 28, 1996. AT&T said it intends
to coordinate its third-quarter dividend with Lucent
Technologies' in the same way as it did for the second
quarter. AT&T said it expects that the third-quarter
dividends for the two companies will have the same September
record date and that AT&T will receive 82 percent of the
Lucent Technologies dividend.
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