UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-Q/A
                                (Amendment No. 1)



           .X. QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

                         SECURITIES EXCHANGE ACT OF 1934

                For the quarterly period ended September 30, 2003

                                       OR

            .... TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

          For the transition period from _____________to _____________


                          Commission file number 1-1105

                                   AT&T CORP.


         A New York                                    I.R.S. Employer
         Corporation                                   No. 13-4924710


                   One AT&T Way, Bedminster, New Jersey 07921

                       Telephone - Area Code 908-221-2000


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes .X  No ...

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Exchange Act Rule 12b-2) Yes .X No ...

At October 31, 2003, the following shares of stock were outstanding: AT&T common
stock 789,873,024

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Explanatory Note

The undersigned registrant hereby files Amendment No. 1 to amend the following
Items with respect to its Quarterly Report on Form 10-Q for the period ended
September 30, 2003:

1) We have amended Item 4, "Controls and Procedures," to revise the language and
to provide greater details concerning changes in our internal controls.

2) The registrant has amended Item 6, "Exhibits and Reports on Form 8-K," to
correct the numbering of the Exhibits. We have also refurnished with different
Exhibit numbers the certifications provided pursuant to Section 906 of the
Sarbanes Oxley Act of 2002 and filed new certifications pursuant to Section 302
of the Act.

<PAGE>

Item 4.  CONTROLS AND PROCEDURES

As of the end of the period covered by this report,  we completed an evaluation,
under the supervision and with the participation of our management including our
Chief Executive Officer and Chief Financial Officer, of the effectiveness of the
design and  operation  of our  disclosure  controls and  procedures  pursuant to
Exchange  Act Rules  13a-15 or  15d-15.  Based upon that  evaluation,  the Chief
Executive Officer and Chief Financial Officer have concluded that our disclosure
controls  and  procedures  are  effective  in  alerting  them timely to material
information  required to be included in our Exchange Act filings.  Other than as
described below,  there have not been any changes in our internal  controls over
financial  reporting  identified in connection  with the evaluation  required by
Exchange Act Rules 13a-15 or 15d-15 or otherwise  that occurred  during our last
fiscal  quarter  that  has  materially  affected,  or is  reasonably  likely  to
materially affect, our internal controls over financial reporting.

In September  2003, in  conjunction  with our review of accounting  and internal
control systems,  the Company determined that the liability on the balance sheet
(included  in  accounts  payable)  relating  to costs  incurred in 2001 and 2002
pertaining  to access  and other  connection  expense  was  understated  by $125
million.  Since the impact to prior years' annual  financial  statements was not
material,  the  Company  recorded an  additional  expense of $125  million  ($77
million  after-tax) in the third quarter of 2003 to reflect the proper  estimate
of the liability.

A review was  conducted by outside  legal  counsel,  under the  direction of the
Audit Committee.  This review found that two employees,  one lower-level and one
mid-level  management  employee,  circumvented  the  internal  controls  process
resulting in the financial impacts noted above. The Company made the appropriate
personnel changes and enhanced its internal controls accordingly.  The principal
focus of these enhancements included higher skill levels of those performing the
function (CPA required for mid-level  manager),  changes in the approval process
for accruing access expense,  as well as additional  reviews of such expense and
related reconciliations by higher levels of management (Business Unit Controller
and AT&T Controller). In addition, actual access payments are reviewed quarterly
to further substantiate the recorded liability.

<PAGE>

Item 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)               Exhibits
                  Exhibit Number

                  10(iii)(A)1       Form of Amendment to AT&T Excess Benefit and
                                    Compensation Plan dated as of July 28, 2003
                                    to AT&T Excess Benefit and Compensation
                                    Plan, as amended and restated effective
                                    October 1, 1996 (incorporated by reference
                                    to Exhibit (10)(iii)(A)9 to Form 10-K for
                                    1996, File No. 1-1105). *

                  10(iii)(A)2       Form of Amendment to AT&T Non-Qualified
                                    Pension Plan dated as of July 28, 2003 to
                                    AT&T Non-Qualified Pension Plan, as amended
                                    and restated January 1, 1995 (incorporated
                                    by reference to Exhibit (10)(iii)(A)10 to
                                    Form 10-K for 1996, File No. 1-1105). *

                  10(iii)(A)3       Form of Amendment to AT&T Senior Management
                                    Incentive Award Deferral Plan dated as of
                                    July 28, 2003 to AT&T Senior Management
                                    Incentive Award Deferral Plan, as amended
                                    effective January 21, 1998 (incorporated by
                                    reference to Exhibit (10)(iii)(A)11 to Form
                                    10-K for 1998, File No. 1-1105).  *

                  10(iii)(A)4       Form of Amendment to AT&T Corp. Senior
                                    Management Universal Life Insurance Program
                                    dated as of July 28, 2003 to AT&T Corp.
                                    Senior Management Universal Life Insurance
                                    Program effective October 1, 1999
                                    (incorporated by reference to Exhibit
                                    (10)(iii)(A)16 to Form 10-K for 2000, File
                                    No. 1-1105).  *

                  10(iii)(A)5       Form of Amendment of Appendix A of AT&T
                                    Senior Officer Separation Plan dated as of
                                    July 28, 2003 to AT&T Senior Officer
                                    Severance Plan, as amended October 30, 1997
                                    (incorporated by reference to Exhibit
                                    (10)(iii)(A)18 to Form 10-K for 1997, File
                                    No. 1-1105), and as amended, restated and
                                    renamed AT&T Senior Officer Separation Plan
                                    as of January 1, 2003 (incorporated by
                                    reference to Exhibit (10)(iii)(A)18 to Form
                                    10-K for 2002, File No. 1-1105). *

                  10(iii)(A)6       Form of Employment Agreement between AT&T
                                    Corp. and Betsy J. Bernard as amended on
                                    July 25, 2003 to original agreement dated
                                    April 9, 2001 (incorporated by reference to
                                    Exhibit (10)(iii)(A)21 to Form 10-K for
                                    2001. File No. 1-1105) including amendment
                                    dated October 1, 2002 (incorporated by
                                    reference to Exhibit (10)(iii)(A)21 to Form
                                    10-K for 2002, File No. 1-1105). *

                  10(iii)(A)7       Form of Employment Agreement between AT&T
                                    Corp. and David W. Dorman as amended on July
                                    25, 2003 to original agreement dated May 18,
                                    2001 (incorporated by reference to Exhibit
                                    (10)(iii)(A)35 to Form 10-K for 2001)
                                    including amendment dated December 31, 2002
                                    (incorporated by reference to Exhibit
                                    (10)(iii)(A)34 to Form 10-K for 2002, File
                                    No. 1-1105). *

                  12                Computation of Ratio of Earnings to Fixed
                                    Charges  *

                  31.1              Certification by CEO pursuant to
                                    Rule 13a-14(a) or 15d-14(a) of the
                                    Securities Exchange Act of 1934, as adopted
                                    pursuant to Section 302 of the
                                    Sarbanes-Oxley Act of 2002.

                  31.2              Certification by CFO pursuant to
                                    Rule 13a-14(a) or 15d-14(a) of the
                                    Securities Exchange Act of 1934, as adopted
                                    pursuant to Section 302 of the
                                    Sarbanes-Oxley Act of 2002.

                  32.1              Certification by CEO pursuant to 18 U.S.C.
                                    Section 1350, as adopted pursuant to Section
                                    906 of the Sarbanes-Oxley Act of 2002. **

                  32.2              Certification by CFO pursuant to 18 U.S.C.
                                    Section 1350, as adopted pursuant to Section
                                    906 of the Sarbanes-Oxley Act of 2002. **

(b)               Reports on Forms 8-K

                  Form 8-K dated July 16, 2003 was filed pursuant to Item 5 on
                  July 17, 2003. Form 8-K dated July 24, 2003 was furnished
                  pursuant to Item 7 and Item 9 on July 24, 2003. Form 8-K dated
                  July 24, 2003 was furnished pursuant to Item 12 on July 28,
                  2003.

* Documents filed previously with Form 10-Q for period ended September 30, 2003.

**Documents furnished previously with Form 10-Q for period ended September 30,
  2003 as Exhibits 99.1 and 99.2, respectively.

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                                   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/  N. S. Cyprus
                                   -----------------------------
                                   By:  N. S. Cyprus
                                        Vice President and Controller
                                          (Principal Accounting Officer)

Date:    January 8, 2004