8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                                  May 09, 2002
                Date of report (Date of earliest event reported)

                                   AT&T CORP.

               (Exact Name of Registrant as Specified in Charter)


     NEW YORK                       1-1105                     13-4924710
 (State or Other               (Commission File               (IRS Employer
   Jurisdiction                     Number)                Identification No.)
of Incorporation)



            295 NORTH MAPLE AVENUE, BASKING RIDGE, NEW JERSEY  07920
          (Address of Principal Executive Offices, including Zip Code)

                                 (908) 221-2000
              (Registrant's telephone number, including area code)


ITEM 5. OTHER EVENTS.

See Exhibit 99 to this Form 8-K.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         (c)  Exhibits.

              Exhibit 99 - Press Release Issued May 09, 2002 by a group of  AT&T
                           Canada bondholders

                                      -2-

                                   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 hereunto duly authorized.

Date: May 13, 2002


                                AT&T CORP.


                                By:  /s/     Marilyn J. Wasser
                                     -------------------------------------
                                     Name:   Marilyn J. Wasser
                                     Title:  Vice President and Secretary

EX-99

   AT&T Canada Noteholders File an Oppression Application Against AT&T Canada
                               and its Directors
                           Business Wire - May 9 2002



NEW  YORK--(BUSINESS  WIRE)--May  9, 2002--A  group of  institutional  investors
holding approximately US$458 million of AT&T Canada's (NASDAQ: ATTC; TSE: TEL.B)
public  notes has,  through its Canadian  counsel  Bennett  Jones LLP,  filed an
oppression  application  (the  Application)  with the Ontario  Superior Court of
Justice asserting that the conduct of ATTC and its directors has been oppressive
and unfairly  prejudicial  to, and has unfairly  disregarded,  the  interests of
ATTC's  Noteholders.  In  addition to the named  Applicants,  who include US and
Canadian  funds  managed by Citigroup  Global  Investments,  Elliott  Management
Corporation and Strong Capital Management, the Application is supported by other
ATTC Noteholders  holding an additional US$250 million of ATTC's Notes.  Bingham
Dana LLP is serving as overall lead counsel for the Noteholder group.


Among other things,  the Application seeks the following relief:  replacement of
all  current  directors  of ATTC or orders  regulating  the  conduct  of current
directors;  an order restraining ATTC from collapsing any "in the money" foreign
currency swaps; and an order requiring ATTC and its directors to preserve assets
and liquidity pending a restructuring.


ATTC's recent  announcement  of its  financial  results for the first quarter of
2002 only served to reinforce the concerns of the Noteholders that ATTC is being
run for short-term survival only and that there is a need for immediate judicial
intervention.  ATTC's press release,  at best,  addressed cosmetic issues rather
than substantive remedies for its current financial circumstances.

    CONTACT: Bingham Dana LLP

             Pamela Richard

             617.951.8289

             prichard@bingham.com



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