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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
Amendment No. 1
METROCALL, INC.
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(Name of Issuer)
COMMON STOCK, $.01 PAR VALUE
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(Title of Class of Securities)
591647102
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(CUSIP Number)
ROBERT S. FEIT, ESQ.
ASSISTANT SECRETARY
AT&T CORP.
295 NORTH MAPLE AVENUE
BASKING RIDGE, N.J. 07920
(908) 221-2000
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
FEBRUARY 24, 2000
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(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box: [ ].
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<PAGE>
This Amendment No. 1 amends the Statement on Schedule 13D relating to
shares of Common Stock, $.01 par value, of Metrocall, Inc., a Delaware
corporation, that was filed on February 14, 2000 by the Reporting Persons
identified in Item 2 below.
ITEM 2. IDENTITY AND BACKGROUND.
This Schedule 13D is being filed by AT&T Corp., a New York corporation
("AT&T"), and its wholly-owned subsidiary, AT&T Wireless Services, Inc., a
Delaware corporation ("Wireless") (collectively, the "Reporting Persons"). AT&T
is among the world's communications leaders, providing voice, data and video
telecommunications services to large and small businesses, consumers and
government entities. AT&T and its subsidiaries furnish regional, domestic,
international, local and Internet communication transmission services, including
cellular telephone and other wireless services, and cable television services.
The principal executive offices of AT&T are located at 32 Avenue of the
Americas, New York, New York 10013-2412. The principal executive offices of
Wireless are located at 7277 164th Avenue N.E., Redmond, Washington 98052.
The name, business address and present principal occupation or employment
of each director and executive officer of AT&T are set forth in Schedule I
hereto and are incorporated herein by reference. Each such person is a citizen
of the United States.
The name, business address and present principal occupation or employment
of each director and executive officer of Wireless are set forth in Schedule II
hereto and are incorporated herein by reference. Each such person is a citizen
of the United States.
During the last five years, neither of the Reporting Persons, nor, to the
knowledge of the Reporting Persons, any of the persons listed on Schedule I or
Schedule II hereto (i) has been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors), or (ii) has been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction and as
a result of such proceeding was or is subject to a judgment, decree or final
order enjoining future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any violation with
respect to such laws.
SIGNATURES
After reasonable inquiry and to the best of each of the undersigned's
knowledge and belief, each of the undersigned certifies that the information set
forth in this statement is true, complete and correct.
Dated: February 24, 2000
AT&T CORP.
By: AT&T WIRELESS SERVICES, INC.,
Attorney-in-Fact
By: /s/ Michael C. Schwartz
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Name: Michael C. Schwartz
Title: Authorized Signatory
AT&T WIRELESS SERVICES, INC.
By: /s/ Michael C. Schwartz
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Name: Michael C. Schwartz
Title: Authorized Signatory
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SCHEDULE I
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The name and present principal occupation of each director and
executive officer of AT&T Corp. are set forth below. The business address for
each person listed below is c/o AT&T Corp., 295 North Maple Avenue, Basking
Ridge, New Jersey 07920.
Name Title
- ---- -----
C. Michael Armstrong Chairman of the Board and Chief Executive
Officer
Kenneth T. Derr Director; Chairman and Chief Executive
Officer of Chevron Corporation
M. Kathryn Eickhoff Director; President of Eickhoff Economics,
Incorporated
Walter Y. Elisha Director; Retired Chairman and Chief
Executive Officer of Springs Industries,
Inc.
George C. Fisher Director; Chairman of the Board of Eastman
Kodak Company
Donald V. Fites Director; Retired Chairman of Caterpillar,
Inc.
Amos B. Hostetter, Jr. Director; Chairman of Pilot House Associates
Ralph S. Larsen Director; Chairman and Chief Executive
Officer of Johnson & Johnson
John C. Malone Director; Chairman of Liberty Media
Corporation
Donald F. McHenry Director; President of the IRC Group, LLC
Michael I. Sovern Director; President Emeritus and Chancellor
Kent Professor of Law at Columbia
University
Sanford I. Weill Director; Chairman and Co-Chief Executive
Officer of Citigroup Inc.
Thomas H. Wyman Director
John D. Zeglis President and Director; Chief Executive
Officer of AT&T Wireless Group
Harold W. Burlingame Executive Vice President - Merger and Joint
Venture Integration
James W. Cicconi General Counsel and Executive Vice President
- Law and Government Affairs
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Mirian M. Graddick Executive Vice President - Human Resources
Daniel R. Hesse Executive Vice President; President and
Chief Executive Officer of AT&T Wireless
Services, Inc.
Frank Ianna Executive Vice President; President of AT&T
Network Services
Michael G. Keith Executive Vice President - AT&T Wireless
Group
Richard J. Martin Executive Vice President - Public Relations
and Employee Communication
David C. Nagel President, AT&T Labs, and Chief Technology
Officer
Charles H. Noski Senior Executive Vice President and Chief
Financial Officer
John C. Petrillo Executive Vice President - Corporate
Strategy and Business Development
Richard R. Roscitt Executive Vice President; President of AT&T
Business Services
Daniel E. Somers President and Chief Executive Officer of
AT&T Broadband
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SCHEDULE II
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The name and present principal occupation of each director and
executive officer of AT&T Wireless Services, Inc. are set forth below. The
business address for these persons is as indicated below.
Name Title
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Daniel R. Hesse(1) Director and President
Harold W. Burlingame(2) Director
Daniel E. Somers(2) Director
(1) The business address for this individual is c/o AT&T Wireless Services,
Inc., 7277 164th Avenue N.E., Redmond, Washington 98052
(2) The business address for these individuals is c/o AT&T Corp., 295 North
Maple Ridge, Basking Ridge, New Jersey 07920
