8-A12B/A 1 oct3102_8a12ba.txt =============================================================================== SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ----------------------- AMENDMENT NO. 1 TO FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 AT&T CORP. (Exact Name of Registrant as Specified in Its Charter) NEW YORK 13-4924710 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 900 Route 202/206 North Bedminster, New Jersey 07921 (Address of Principal Executive Offices) (Zip Code) If this form relates to the If this form relates to the registration of a class of registration of a class of securities pursuant to Section securities pursuant to Section 12(b) of the Exchange Act and is 12(g) of the Exchange Act and is effective pursuant to General effective pursuant to General Instruction A.(c), please check the Instruction A.(d), please check the following box. [X] following box. [ ] Securities Act registration statement file number to which this form relates: 333-87960 --------- (If applicable) Securities to be registered pursuant to Section 12(b) of the Act: Title of Each Class Name of Each Exchange on Which ------------------- ---------------------------------- 6.50% Senior Notes due November 15, 2006 New York Stock Exchange 7.30% Senior Notes due November 15, 2011 New York Stock Exchange 8.00% Senior Notes due November 15, 2031 New York Stock Exchange Securities to be registered pursuant to Section 12(g) of the Act: (Title of Class) ---------------- None =============================================================================== Item 1: Description of Registrant's Securities to be Registered The description under the heading "Description of Notes" relating to the Registrant's 6.50% Senior Notes due November 15, 2006, 7.30% Senior Notes due November 15, 2011 and 8.00% Senior Notes due November 15, 2031 (together, the "Debt Securities"), in the Prospectus included in the Registrant's Registration Statement on Form S-4 (Registration No. 333-87960) (the "Registration Statement on Form S-4") filed with the Securities and Exchange Commission on May 10, 2002, as amended, and the description under the heading "Description of Notes" relating to the Debt Securities in the Registrant's final Prospectus filed with the Securities and Exchange Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended, are incorporated herein by reference. Item 2: Exhibits The following exhibits have been filed with the Securities and Exchange Commission: 1. Indenture, dated as of November 21, 2001 between the Registrant and The Bank of New York as trustee, incorporated by reference to Exhibit 4 of the Registration Statement on Form S-4. 2 SIGNATURE Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized. AT&T Corp. By: /s/ John W. Thomson ------------------------------ Name: John W. Thomson Title: Assistant Secretary Date: October 31, 2002 3