Proxy Statement Pursuant to Section 14(a) of
                       the Securities Exchange Act of 1934

Filed by the Registrant |X|
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
|_| 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)

    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

|X|    No fee required.

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

         (1)    Title of each class of securities to which transaction applies:

         (2)    Aggregate number of securities to which transaction applies:

         (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

         (4)    Proposed maximum aggregate value of transaction:

         (5)    Total fee paid:


|_| Fee paid previously with preliminary materials.

|_|    Check box if any part of the fee is offset as provided by Exchange Act
       Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
       paid previously. Identify the previous filing by registration statement
       number, or the Form or Schedule and the date of its filing.

         (1)    Amount Previously Paid:

         (2)    Form, Schedule or Registration Statement No.:

         (3)    Filing Party:

         (4)    Date Filed:


Below is the transcript of an interview with C. Michael Armstrong, Chairman
and Chief Executive Officer of AT&T:

                              RETAIL BROKER NETWORK

Moderator:        Mike, could you give us a quick recap of what's under

Armstrong:        Well, our shareholders will be voting on regular annual
                  meeting business, plus four key management proposals:

                  The first two proposals have to do with our merger with AT&T
                  Comcast Company and the third proposal is for a tracking stock
                  of our Consumer business and the fourth proposal is a reverse
                  stock split.

Moderator:        Let's examine those proposals one by one. The
                  Broadband/Comcast Merger - are you saying both proposals
                  must be approved for the merger to be completed?

Armstrong:        I am saying that the first proposal is for the merger.  The
                  second addresses the proposed charter, and shareholders
                  must approve both proposals to vote for the merger.

Moderator:        Let's move on to the Consumer Services tracking stock. What
                  is this proposal all about?

Armstrong:        Well, we're issuing a new tracking stock and what that's
                  going to do for us is enable our investors to choose between
                  investing in our consumer business or in our core business
                  services company.

Moderator:        Why a tracking stock?  Why not just spin out Consumer
                  Services as a new company?

Armstrong:        Well, there are several advantages to this approach.

                  First, it's a targeted class of stock, but second it keeps
                  both of these businesses together because they are very
                  dependent on a common network. And third, it avoids a lot of
                  regulatory process constraints.

Moderator:        Tell me about the reverse stock split. Isn't this unusual
                  for a company like AT&T?

Armstrong:        Not really. It's a new share, a new one share, for every
                  five shares that you hold. And in fact, we did something
                  like that when we did the Wireless spin-off where you had two
                  shares of AT&T stock, you got approximately one share of
                  Wireless. What this will do by having this reverse stock split
                  is enable the AT&T stock price to be in line with other S&P
                  peers. But I would like to note that the reverse stock split
                  does not change the value of a shareholder's ownership. It's a
                  new share, and it's five times the value of the share before
                  the split. It's kind of like I'm going to take 20 nickels and
                  I'm going to give 4 quarters

Moderator:        So clarify for me - if all these proposals are approved, what
                  will shareholders have at the end of all this?

Armstrong:        Well, if in fact we implemented all of the  proposals, we
                  would have, of course, the AT&T Comcast Corp. Common Stock
                  which would be approximately 56% owned by AT&T shareholders.
                  We would have the AT&T Consumer Services tracking stock which
                  would be 100% owned by the AT&T shareholders, and we have the
                  new AT&T Common Stock which would be issued after the reverse
                  split owned 100% by AT&T shareholders, and the timing of
                  getting this all done is to be accomplished by year-end 2002.
                  The reverse split would occur in conjunction with the merger.
                  But of course the timing of anything of the tracking stock
                  period is that we have to have the appropriate market
                  receptivity and Board approval.

Moderator:        What are the tax consequences of these transactions likely to
                  be for shareholders?


Armstrong:        Our shareholders will receive all of the benefits of equities
                  that I've described tax free.

Moderator:        To wrap up, where should brokers, if they or any of their
                  clients, have additional questions about these proposals or
                  any other proposals at the shareholder's meeting?

Armstrong:        Well, of course, people can always refer to the proxy
                  material that was sent out to reference for any specific area,
                  but also they can do an on-line version with our Investor
                  Relations website which is Now if we have some
                  additional questions that set of information wouldn't satisfy,
                  please contact Georgeson Shareholder Services through our
                  proxy solicitor at 212-440-9800.