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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
AT&T CORP.
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(Name of Issuer)
WIRELESS GROUP COMMON STOCK, PAR VALUE $1.00 PER SHARE
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(Title of Class of Securities)
001957406
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(CUSIP Number)
Kiyoyuki Tsujimura
Managing Director-Global Business Department
NTT DoCoMo, Inc.
Sanno Park Tower
11-1, Nagata-cho 2-chome Chiyoda-ku
Tokyo 100-6150 Japan
011-81-3-5563-2200
with a copy to:
Alison S. Ressler
Sullivan & Cromwell
1888 Century Park East
Los Angeles, CA 90067
(310) 712-6600
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
January 5, 2001
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(Date of Event which Requires Filing of this Statement)
If a 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 (S)(S)240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box [ ].
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See (S)240.13d-7 for other
parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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This Amendment No. 1 amends the Schedule 13D originally filed on
January 8, 2001, the "Schedule 13D") by NTT DoCoMo, Inc. ("DoCoMo") and relates
to the Wireless Group Common Stock, par value $1.00 per share of AT&T Corp.
("AT&T").
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Item 3 of the Schedule 13D is hereby amended by deleting the second
paragraph thereof and replacing it with the following.
The funds to be used to consummate the purchase of the New Tracking
Stock and Warrants shall come from a loan of 1.2 trillion yen from various
lenders as set forth in a loan commitment agreement, dated January 5, 2001. An
English summary of the Japanese language loan commitment agreement is filed as
an exhibit hereto and is incorporated by reference herein. Certain confidential
portions have been omitted from the exhibit and are filed separately with the
Securities and Exchange Commission. The aggregate purchase price payable by
DoCoMo for the New Tracking Stock and Warrants (in each case as described in
Items 5 and 6 below) is $9,811,079,720.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
Item 7 of the Schedule 13D is hereby amended by adding the following
exhibit.
<TABLE>
<CAPTION>
Exhibit No. Description
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<C> <S>
*5 Summary of the terms of the Loan Commitment
Agreement, dated January 5, 2001, among NTT
DoCoMo, Inc. and various lenders.
</TABLE>
* Certain confidential portions of the summary are omitted pursuant to a
request for confidential treatment and are separately filed with the
Securities and Exchange Commission.
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: January 10, 2001
NTT DOCOMO, INC.
By: /s/ Yoshinori Uda
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Name: Yoshinori Uda
Title: Senior Executive Vice
President
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: January 10, 2001
NIPPON TELEGRAPH AND TELEPHONE
CORPORATION
By: /s/ Kanji Koide
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Name: Kanji Koide
Title: Senior Vice President
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: January 10, 2001
DCM CAPITAL USA (UK) LIMITED
By: /s/ Masao Nakamura
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Name: Masao Nakamura
Title: Chairman
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EXHIBIT INDEX
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<TABLE>
<CAPTION>
Exhibit No. Description
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<C> <S>
*5 Summary of the terms of the Loan Commitment
Agreement, dated January 5, 2001, among NTT
DoCoMo, Inc. and various lenders.
</TABLE>
* Certain confidential portions of the summary are omitted pursuant to a
request for confidential treatment and are separately filed with the
Securities and Exchange Commission.
