AT&T CORP
DEFA14A, 1999-02-12
TELEPHONE COMMUNICATIONS (NO RADIOTELEPHONE)
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                            SCHEDULE 14A INFORMATION

                    PROXY STATEMENT PURSUANT TO SECTION 14(A)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

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|_| Filed by a Party other than the Registrant 

Check the appropriate box:

|_|  Preliminary Proxy Statement
|_|  Confidential, for Use of the Commission Only (as permitted by Rule 
     14a-6(e)(2))
|_|  Definitive Proxy Statement
|X|  Definitive Additional Materials
|_|  Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12

                                   AT&T CORP.
                (Name of Registrant as Specified in Its Charter)

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|X|  No fee required.

|_|  Fee computed on the table below per Exchange Act Rules 14(a)-6(i)(4) and
0-11.

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         (3)  Per unit price or other underlying value of transaction computed
              pursuant to Exchange Act Rule 0-11 (Set forth the amount on which 
              the filing fee is calculated and state how it was determined):

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previously. Identify the previous filing by registration statement number, or
the Form or Schedule and the date of its filing.

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<PAGE>
================================================================================
[AT&T LOGO]                                                             NYSE: T
================================================================================
                                                                      FACT SHEET

AT&T ADVANTAGES                                                    FEBRUARY 1999
- ---------------

CUSTOMERS 
Over 10 million businesses and 70 million consumers use AT&T for a vast array of
communication services, from domestic and international long distance to
wireless services to Internet Access.

BRAND
AT&T is recognized as the most powerful brand in the communication industry. In
1998, this recognition was reinforced when the Yankee Group named AT&T
number-one in overall customer satisfaction.

NETWORK
With over 41,000 route miles of fiber optic cable, AT&T's long-distance network
is the core of its global, end-to-end, facilities-based strategy. AT&T has
integrated its long-distance network with TCG's local networks in 83 U.S.
markets and with its national digital wireless network. AT&T will further
strengthen its network with the acquisition of the IBM global network, its
global joint venture with BT, and the acquisition of TCI and its 17 million
cable homes passed.

FINANCIAL STRENGTH
With over $53 billion in annual revenue and over $7 billion in operating income,
AT&T has tremendous financial resources. The company has strengthened its
financial position, cutting $1.6 billion from its SG&A costs in 1998 and
receiving over $12 billion in cash by divesting non-strategic assets.

MORE THAN LONG DISTANCE

In addition to being the top U.S. long-distance carrier, AT&T leads the industry
in rapidly growing, emerging services as well:

     o  AT&T has 9.7 million wireles customers in the U.S., with licenses 
        allowing it to reach 93% of the U.S. population

     o  With over 1.3 million U.S. subscribers, AT&T WorldNet is the leading 
        pure Internet access provider.

     o  AT&T Solutions, the market leader in network outsourcing, provides 
        services to more than 800 corporate clients.


FINANCIAL HIGHLIGHTS                    
- --------------------                    
Dollars in Millions (except             1998           1997           1996
per share amounts)

REVENUES                              $53,223        $51,577        $50,688
- --------------------------------------------------------------------------------
INCOME                                
- --------------------------------------------------------------------------------
Operating Income                       $7,487         $6,836         $8,709

Income from continuing operations       5,235          4,249          5,458

Net Income                              6,398          4,415          5,793

EBIT                                    8,734          7,279          9,114

EBITDA                                 13,415         11,327         11,995
- --------------------------------------------------------------------------------


[Line Graph showing the stock price of AT&T compared to the DOW average from 
12/31/96 to 2/4/99]


[Bar Graph showing Operational Earnings Per Share from the First Quarter of 
1997 to the Fourth Quarter 1998]


                                 www.att.com/ir
<PAGE>
================================================================================
[AT&T LOGO]                                                             NYSE: T 
================================================================================


- --------------------------------------------------------------------------------
"I believe AT&T has a wonderful future. We've redefined our company with a
facilities-based, any-distance strategy, and we're investing in the assets we 
need to execute that strategy. This is truly a new AT&T."

- -C. Michael Armstrong
AT&T Chairman and Chief Exective Officer
- --------------------------------------------------------------------------------

A NEW AT&T...
- -------------

AT&T IS TRANSFORMING ITSELF WITH AN AGGRESSIVE GROWTH STRATEGY CENTERED ON
CONNECTING AT&T TO ITS CUSTOMERS DIRECTLY--USING ITS OWN FACILITIES INSTEAD OF
RELYING ON OTHER COMPANIES. THIS FACILITIES-BASED STRATEGY WILL TAKE AT&T
FROM...

o  LONG DISTANCE TO ANY DISTANCE
   AT&T will lead the way to any-distance communications, fulfilling customers'
   end-to-end networking needs whether they be local or global, wired or 
   wireless.

o  NARROWBAND TO BROADBAND
   AT&T believes that broadband connections such as the cable television wire 
   into the home are the future of communications--allowing telephone, data and 
   entertainment services to converge over one connection, from one company.

o  DOMESTIC TO GLOBAL
   Corporations and consumers want seamless global communications services.  
   AT&T will take its facilities-based approach beyond the U.S. to deliver 
   advanced services to all of the world's major economic centers.

o  CIRCUITS TO PACKETS
   Packet transmission technologies such as Internet protocol, will be the core 
   of the AT&T network, enabling the convergence of all types of communication 
   servies onto unified networks, surpassing the capabilities of today's 
   circuit-switched networks.

 ...INVESTING TO GROW
- --------------------

AT&T IS INVESTING AGGRESSIVELY IN ORDER TO EXECUTE ITS FACILITIES-BASED GROWTH 
STRATEGY.

o  TELEPORT COMMUNICATIONS GROUP (TCG)
   AT&T's $11 billion acquisition of TCG, completed in July 1998, gives the 
   company an immediate facilities-based presence in local services for business
   customers.  The company plans to spend $2 billion in capital in 1999 to 
   expand its local network footprint.

o  TELE-COMMUNICATIONS, INC. (TCI)
   TCI is one of the country's leading cable companies, with access to broadband
   connections to one-third of U.S. households.  AT&T's acquisition of TCI, 
   announced in June 1998, is key to the company's residential strategy of 
   providing integrated telephone, video and Internet capabilities to consumers.

o  GLOBAL JOINT VENTURE WITH BRITISH TELECOMMUNICATIONS (BT)
   The core of AT&T's global facilities-based strategy is a planned joint 
   venture with BT.  Together, the two companies intend to build a global 
   Internet protocol-based network that will carry voice and data traffic to 
   the world's top 100 economic centers.

o  IBM GLOBAL NETWORK
   To further support the company's global strategy, AT&T has announced plans to
   acquire the global network business of IBM.  The $5 billion investment will 
   give AT&T an immediate presence in global data networking and Internet access
   services, including over 5,000 employees deployed around the world.

o  EXPANDING DIGITAL WIRELESS FOOTPRINT
   AT&T continues to expand its national wireless presence through a combination
   of acquisitions, partnerships and building new networks.  Since 1997 AT&T has
   activated new systems in 11 major markets, struck partnerships with regional 
   carriers, and announced the acquisition of Vanguard Cellular.  AT&T plans to 
   spend $2 billion in capital in 1999 to further expand its market-leading 
   digital footprint.
- --------------------------------------------------------------------------------
                             FOR MORE INFORMATION:
                     AT&T Investor Relations - Room 3346B1
                 295 N. Maple Avenue - Basking Ridge, NJ 07920


                                 www.att.com/ir


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