8-K

                       SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549


                                    Form 8-K


                                 CURRENT REPORT



                         Pursuant to Section 13 or 15(d)
                     of the Securities Exchange Act of 1934


                         Date of Report: January 8, 1999



                                   AT&T CORP.


A New York                      Commission File              I.R.S. Employer
Corporation                        No. 1-1105                No. 13-4924710




            32 Avenue of the Americas, New York, New York 10013-2412


                         Telephone Number (212) 387-5400








Form 8-K
AT&T Corp.
January 8, 1999


Item 5.  Other Events.

         See Exhibit 99 to this Form 8-K.

Item 7.  Financial Statements and Exhibits.

         (c)   Exhibits.


Exhibit 99.1     AT&T Corp.  Press Release  issued January 8, 1999  entitled
                 "AT&T  Publicly  Files  TCI  Merger  Proxy; Expects  to  Begin
                 Mailing  to  Shareowners  Shortly;  Announces Plans for Stock
                 Repurchase and Stock Split."

Exhibit 99.2     AT&T Corp.  Press Release  issued January 8,  1999  entitled
                 "AT&T  Provides  Financial Guidance for 1999."

Exhibit 99.3     AT&T Corp. Press Release issued January 8, 1999 entitled "AT&T
                 Reaches Agreements To Form Commercial Joint Ventures With Five
                 Cable Operators."










Form 8-K
AT&T Corp.
January 8, 1999



                                   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 thereunto duly authorized.



                                   AT&T CORP.




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



January 8, 1999

EX-99

                                                                    Exhibit 99.1

                      AT&T Publicly Files TCI Merger Proxy;
                Expects to Begin Mailing to Shareowners Shortly;
              Announces Plans for Stock Repurchase and Stock Split

FOR RELEASE: Friday, January 8, 1999

         NEW YORK - AT&T said  today that it has  publicly  filed the TCI merger
proxy with the Securities and Exchange  Commission and is awaiting SEC clearance
to begin mailing copies to its shareowners.  The proxy mailing is in preparation
for a special  shareowner  meeting the company  expects to hold on February  17,
1999, at the Meadowlands  Exposition  Center in Secaucus,  N. J., to vote on the
merger.  To win  approval,  more than 50  percent of AT&T's  outstanding  common
shares must be voted in favor of the proposed merger.

         "As we begin the New Year, AT&T and TCI are right on track with our 
ambitious timetable for the pending merger," said AT&T Chairman C. Michael 
Armstrong.  "We expect to complete the merger in the first quarter of 1999, 
presuming shareholder and regulatory approvals."

         Armstrong  also said  AT&T's  Board of  Directors  has  authorized  the
repurchase  of up to $4 billion of AT&T common  stock.  The  company  intends to
repurchase  shares  from time to time  prior to the  closing  of the TCI  merger
through an open market share repurchase program. It will reissue the repurchased
shares as part of the shares to be issued for TCI.  Purchases  may not  commence
immediately and will be subject to market conditions and SEC regulations,  which
could limit the actual number purchased.

         "In  addition,  the Board has announced  its  intention,  following the
completion  of the TCI  merger,  to declare a  three-for-two  stock split of the
company's common stock,"  Armstrong said.  "This split further  demonstrates our
confidence in AT&T's continued growth. As the country's most widely-held  stock,
it will ensure that each share is affordably priced."

         In  a  three-for-two   split,   AT&T's  shareowners  would  receive  
an additional  share of stock for every two shares  they own on the record  
date of the split.

         Finally,  the company also  reported that it will not create a consumer
services  tracking stock at this time in order to focus on fully integrating its
acquisitions.

         "The  acquisitions  and investments  we've made over the last year will
transform AT&T from a company dominated by a single product line - long distance
voice  -  into  the  leader  in a new  generation  of  advanced  communications,
information  and video  services,"  said  Armstrong.  "But we have to be able to
fully  integrate  these  assets to deliver  their  true value to our  customers.
That's why we have decided to consolidate our  acquisitions  before  considering
the creation of a tracking stock. We believe that's in the best interests of our
customers and our shareowners."

         John C. Malone, Chairman of Tele-Communications,  Inc., who will become
a director of AT&T and one of its largest shareowners  following the TCI merger,
agreed.  "Under Mike  Armstrong's  stewardship,  AT&T represents a unique set of
complementary  assets," he said.  "Making  sure these  assets are  operationally
integrated  before adding the  complications of a separate tracking stock is the
right thing to do. I am personally  extremely pleased with this decision,  as is
the TCI Board, and I am confident that TCI's shareholders will agree."

         In addition,  AT&T said it would further  report  results by segment so
investors can evaluate each part of the business  against similar  businesses in
the industry and understand the company's "sum of the parts" value.

         As part of the TCI merger,  AT&T  reiterated  plans to issue a separate
tracking  stock,  called Liberty Media Group tracking stock, to holders of TCI's
programming  and ventures arms (the Liberty Media Group and TCI Ventures  Group)
to continue such holders'  economic  interests in the units now  represented  by
those shares.  The Liberty Media Group's business will be separately managed and
will not be consolidated with the assets of the other AT&T groups.

EX-99

                                                                    Exhibit 99.2

                    AT&T Provides Financial Guidance for 1999


         AT&T  said  today  that  it  expects  earnings  per  share  (EPS)  from
continuing  operations for 1999 to be in the range of $4.20 to $4.30,  excluding
the impact of its planned  merger with  Tele-Communications,  Inc. (TCI) and the
separately announced stock split and share repurchase.  The company said that as
a result of the TCI merger,  AT&T expects EPS dilution to be approximately $1.00
per share on a pro forma  basis,  assuming  the merger  closes at the end of the
first quarter.

         The company  expects  1999  revenue  growth to range from five to seven
percent on a pro forma basis,  including the effect of its planned  mergers with
TCI and Vanguard  Cellular Systems and the previously  announced  acquisition of
the IBM global network business. The company said it expected these acquisitions
and  investments  to  transform  its  revenue,  cash-flow  and  asset  base from
dependence  on a  single  product  line  -  long  distance  voice  -  to a  more
diversified  portfolio  of  high-growth  communications,  information  and video
services.

         Business  Services is expected to increase  revenue  between  seven and
nine  percent  as a result  of  continued  growth in data,  local and  wholesale
services.  AT&T  Wireless  Services  plans to  continue  to expand its  national
presence and its successful  Digital One Rate plan. It expects to report revenue
growth, as well as growth in earnings before interest,  taxes,  depreciation and
amortization  (EBITDA),  in the high  teens.  AT&T  Solutions  expects to report
revenue growth of about 30 percent,  given several major  outsourcing  contracts
signed and announced within the past year.

         The company also said,  as  anticipated,  that  Consumer  Services long
distance revenue is expected to decline between two to four percent, as a result
of  declining  prices in a hotly  competitive  market  and the  substitution  of
wireless  services  for  calling  card and  other  higher-priced  long  distance
services.

         As a key part of the company's  strategy for growth in overall Consumer
Services  revenue,  AT&T said it is accelerating  plans to offer cable telephony
services.  In 1999,  AT&T and TCI expect to conduct  ten market  trials in which
they will co-market  voice,  video and high-speed  data services to customers in
two San  Francisco Bay area  communities,  and in Chicago,  Dallas,  Pittsburgh,
Seattle,  Denver,  Salt Lake City,  Portland,  Ore., and St. Louis. AT&T said it
plans to quickly expand these market trials and to be offering  local  telephony
in most TCI  markets  in 2000.  Initially,  the  company  said it plans to offer
circuit switched telephony, but expects to begin to deploy IP technology when it
is available in 2000.

         AT&T said it has made  significant  progress in  transforming  its cost
structure in 1998.  Through the first three quarters of 1998,  selling,  general
and administrative (SG&A) expenses were cut from almost 30 percent of revenue to
less than 25 percent.  The company expects to lower that ratio to 21 percent for
1999,  excluding  its  wireless  and local  services  businesses,  which  have a
different cost structure requiring additional investment to fund their growth.

         AT&T  estimated  that its 1999 pro forma  EBITDA would grow in the high
teens,  to $18 to $20  billion,  which  would  be  primarily  reinvested  in its
business.

         AT&T estimated 1999 capital  spending would be  approximately $9 to $10
billion. However, the company said it was shifting much of the spending from its
core long distance voice network into higher growth areas,  primarily  wireless,
local, and data/IP services. Assuming completion of the TCI merger at the end of
the first quarter,  total capital  spending is expected to range from $11 to $12
billion for the year. This reflects AT&T's decision to accelerate the upgrade of
TCI cable systems in certain major metropolitan areas to increase video capacity
and add power for telephony applications.


                                      ####


The foregoing are "forward looking  statements"  which are based on management's
beliefs as well as on a number of assumptions  concerning  future events made by
and information currently available to management.  Readers are cautioned not to
put undue reliance on such forward looking statements, which are not a guarantee
of performance and are subject to a number of  uncertainties  and other factors,
many of which are outside  AT&T's  control,  that could cause actual  results to
differ materially from such statements.  For a more detailed  description of the
factors that could cause such a difference,  please see AT&T's  filings with the
Securities and Exchange  Commission.  AT&T disclaims any intention or obligation
to update or revise any forward-looking  statements,  whether as a result of new
information, future events or otherwise.

EX-99

                                                                    Exhibit 99.3


                         AT&T REACHES AGREEMENTS TO FORM
               COMMERCIAL JOINT VENTURES WITH FIVE CABLE OPERATORS

                Jointventures will offer advanced communications
                        services for customers of Bresnan
                    Communications, Falcon Cable TV, Insight
                                 Communications,
                    InterMedia Partners and Peak Cablevision

For Release:  Friday, January 8, 1999

         NEW YORK -- AT&T today  announced that it had reached  agreements  with
five Tele-Communications,  Inc. (TCI) affiliates to form separate joint ventures
to offer customers advanced  communications  services.  AT&T expects to finalize
joint   ventures  with  Bresnan   Communications,   Falcon  Cable  TV,   Insight
Communications,  InterMedia  Partners and Peak  Cablevision in early 1999, begin
piloting the new services later in the year and then begin commercial operations
in the year 2000.

         The joint  ventures will offer  customers new  communications  services
that  feature  multiple  phone lines per  household,  along with options such as
conference calling, call waiting, call forwarding and individual message centers
for family members.

         In June 1998,  AT&T  announced  plans to merge with TCI, the  country's
second largest cable operator,  passing more than 17 million U.S. households via
TCI's cable plant.

         The announced telephony joint ventures combined will reach an 
additional five million U.S. households.

         "These joint ventures bring us another step closer to our goal of 
giving U.S. consumers a choice in local phone service," said C. Michael 
Armstrong, chairman and CEO of AT&T.  "It's a facilities-based approach that 
will allow us to deliver on our commitment to provide all-distance telephony 
service to our customers."

         AT&T, which expects to own between 51 percent and 65 percent of each of
these  joint   ventures,   will  have  long-term   exclusive   rights  to  offer
communications services over the systems of each of the five operators in return
for  one-time  payments to be made when the  systems  meet  certain  performance
milestones.  AT&T  expects  the  total  of these  payments  to be in the tens of
millions of dollars.  In addition the  operators  will receive  ongoing  monthly
telephony subscriber payments.

         Each cable  company will bear the cost of upgrading its cable system to
support two-way  communications.  Upgrade efforts are currently underway at each
of the five cable  companies  and most expect to complete the process by the end
of the year 2000.


         The telephony joint venture, in each case, will bear the cost of adding
communications  equipment when a customer  signs up for service.  AT&T estimates
those  costs  will  eventually  range from $300 to $500 per home,  depending  on
whether the customer already  subscribes to the cable  operator's  digital video
service.

         Each  telephony  joint  venture  will report to Leo  Hindery,  Jr., the
current president of TCI who will head AT&T's new cable services operations once
the AT&T-TCI merger is complete.

         The five cable companies operate in various regions of the country.

         Following  completion  of its  cable  system  joint  venture  with TCI,
Bresnan  Communications  will serve more than  600,000  customers  in  Michigan,
Minnesota, Wisconsin and Nebraska and will pass approximately 900,000 homes. The
company is headquarterd in White Plains, N.Y.

         "I'm excited that our broadband  platform  will now be associated  with
the AT&T brand," said William J. Bresnan, president and founder of the cable and
telecommunications company. "Through this partnership,  we'll be able to deliver
an even broader range of telecommunications services."

         Falcon Cable TV operates  systems in 26 states,  including  Washington,
Oregon  and  California.  It serves  more  than one  million  customers,  passes
approximately 1.6 million homes and is headquartered in Los Angeles.

         Marc B. Nathanson, chief executive officer and founder of Falcon, said,
"This is a  win-win  deal for  everyone.  For us,  it  means an  expansion  into
telecommunications  services. For AT&T, it means access to the local residential
phone market. And for consumers,  it means the ease of one-stop shopping for all
cable and  telecommunications  services  in small and medium  sized  communities
throughout the country."

         Insight   Communications,   which  also  has   customers   outside  its
partnership with TCI,  collectively  has more than 500,000  customers and passes
more than 800,000 homes in seven states,  including Illinois,  Indiana, Ohio and
California and is based in New York City.

         "These ventures represent a new era in the cable and telecommunications
industries," said Michael S. Willner, chief executive officer of Insight.  
"We're pleased to be a part of the convergence of these industries with the 
undisputed leader in telecommunications services."

         InterMedia  Partners  is based in  Nashville  and serves  more than one
million  customers  and  passes  nearly  1.6  million  homes  in four  states -
Tennessee, Kentucky, Georgia and South Carolina.

         "I believe this is an  exceptional  growth  opportunity  for InterMedia
Partners and AT&T," said Robert J. Lewis,  managing  general partner and CEO for
InterMedia Partners. "It allows us to fully utilize our already upgraded network
to  serve  our  customers  with  a  single  broadband  platform  for  cable  and
telecommunications services, which they have been seeking."

         Peak Cablevision serves more than 100,000 customers and passes 180,000
homes primarily in Utah and Oklahoma.  Its headquarters are in Englewood, Co.

         Donne Fisher,  president of Peak,  said,  "We're  pleased to be able to
offer our customers  access to AT&T's  quality  services and its  reputation for
reliability."

         The  completion  of the  joint  ventures  are  subject  to a number  of
conditions including execution of definitive documentation.

                                 
                                      ####

The foregoing are "forward looking  statements"  which are based on management's
beliefs as well as on a number of assumptions  concerning  future events made by
and information currently available to management.  Readers are cautioned not to
put undue reliance on such forward looking statements, which are not a guarantee
of performance and are subject to a number of  uncertainties  and other factors,
many of which are outside  AT&T's  control,  that could cause actual  results to
differ materially from such statements.  For a more detailed  description of the
factors that could cause such a difference,  please see AT&T's  filings with the
Securities and Exchange  Commission.  AT&T disclaims any intention or obligation
to update or revise any forward-looking  statements,  whether as a result of new
information, future events or otherwise.