Filed by AT&T Corp.  Pursuant to Rule 425 under the  Securities  Act of 1933 and
deemed filed pursuant to Rule 14a-12 under the  Securities  Exchange Act of 1934
Subject Company: AT&T Corp. Commission File No. 1-1105 November 1, 2000

                 MATERIALS DELIVERED TO REGISTRANT'S EMPLOYEES

                                 -------------

Over the  weekend  I've  been  reading  press  coverage,  your  e-mails  and the
questions you faxed me during the all-employee  meeting on our announcement.  We
sure need to do a better  job of  getting  the  press to tell our story  (and we
will),  but I want to make sure that you  understand  why our approach is really
the right one for our customers, shareholders, and the people who work here.

With each business having greater freedom,  focus and  flexibility,  AT&T people
should be able to  respond to our  customers  faster  and be more  adaptable  to
market changes.  Satisfying  customers  better is the underpinning of our future
growth.  And  realizing our growth  potential by best serving  customers is what
will enable better opportunity for all of us.

Whenever we win for our  customers it will be, in the long run, a win for us. We
should be able to make this  win/win  happen going  forward as we more  directly
apply  our  resources,  and as we will  each be more  directly  accountable  and
rewarded.  More-focused  people who are able to better  satisfy  customers  will
drive business growth, individual opportunity and shareholder value.

Each of our new companies will be valued on its stand-alone  operational  merits
and financial  results.  When our  businesses  outperform the  competition,  the
result  will  show up in their  individual  stock  prices  and not be  offset by
averaging the results of all our businesses as we do now. With four companies to
choose from,  shareholders  will be able to select the ones that best suit their
investment interests.

For  the  past  two  years  you  have  worked  tirelessly  to  combine  multiple
communications  services over our cable,  wireless and network  facilities.  You
have had strong results on three fronts. You've bundled local, voice, data, long
distance and solutions  services for business  customers.  You've bundled local,
roaming,  and long distance over wireless.  You've bundled video, voice and data
over cable.

You've done this well, and together our growth  businesses  have grown at a rate
of about 20 percent  through  the first  three  quarters  of this  year.  It's a
terrific accomplishment.

Going forward we will continue  providing  bundled services on AT&T's facilities
just as we said we would and just as our growth proves we know how to do.

To net it out, the creation of four AT&T  companies  will  strengthen our focus,
make it  possible  to reward  people  more  directly  and  deliver  value to our
shareholders.   Our  plan  is  based  on  your   initial   success  in  bundling
communications  services on AT&T  facilities and on the confidence that AT&T can
continue to do so better than anyone else.

We  should  face  this  future  with  confidence  because  we're   operationally
delivering  on it  now.  The  greatest  thing  that  lies  ahead  of  us is  our
opportunity.

Mike

In connection  with these  transactions,  AT&T will be filing proxy  statements,
tender offer  statements  and other  materials  with the Securities and Exchange
Commission.  Security holders are urged to read these materials when they become
available  because  they  will  contain  important  information.  Investors  and
security  holders  may obtain a free copy of these  materials  when they  become
available  as well as other  materials  filed with the  Securities  and Exchange
Commission  concerning AT&T at the Securities and Exchange  Commission's website
at http://www.sec.gov.  In addition,  these materials and other documents may be
obtained  for free from AT&T by  directing  a request to AT&T at 295 North Maple
Drive, Basking Ridge, NJ 07920; Attn: Investor Relations.  AT&T and its officers
and directors may be deemed to be  participants  in the  solicitation of proxies
from  AT&T's  shareholders  with  respect  to  these  transactions.  Information
regarding such officers and directors is included in AT&T's proxy  statement for
its 2000 annual meeting of  stockholders  filed with the Securities and Exchange
Commission on March 27, 2000.  This document is available  free of charge at the
SEC's internet site or from AT&T as described above.