POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS:


         WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the  "Company"),  proposes to file with the Securities and Exchange  Commission,
under the  provisions of the  Securities  Exchange Act of 1934,  as amended,  an
annual report on Form 10-K; and

         WHEREAS, the undersigned is a director of the Company:

         NOW,  THEREFORE,  the undersigned hereby constitutes and appoints C. H.
NOSKI,  N. S. CYPRUS AND M. J. WASSER and each of them,  as attorneys for him or
her and in his or her name,  place and stead,  and in his or her  capacity  as a
director of the Company,  to execute and file such annual report, and thereafter
to execute and file any  amendments  or  amendments  thereto,  hereby giving and
granting to said attorneys, and each of them, full power and authority to do and
perform each and every act and thing  whatsoever  requisite  and necessary to be
done in and about the premises,  as fully, to all intents and purposes, as he or
she  might  or could do if  personally  present  at the  doing  thereof,  hereby
ratifying and  confirming  all that said  attorneys may or shall lawfully do, or
cause to be done, by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 21st day of March, 2001.

                                       /s/  C. Michael Armstrong
                                       -----------------------------
                                            C. Michael Armstrong
                                            Director
<PAGE>





                                POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS:


         WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the  "Company"),  proposes to file with the Securities and Exchange  Commission,
under the  provisions of the  Securities  Exchange Act of 1934,  as amended,  an
annual report on Form 10-K; and

         WHEREAS, the undersigned is a director of the Company:

         NOW,  THEREFORE,  the undersigned hereby constitutes and appoints C. H.
NOSKI,  N. S. CYPRUS AND M. J. WASSER and each of them,  as attorneys for him or
her and in his or her name,  place and stead,  and in his or her  capacity  as a
director of the Company,  to execute and file such annual report, and thereafter
to execute and file any  amendments  or  amendments  thereto,  hereby giving and
granting to said attorneys, and each of them, full power and authority to do and
perform each and every act and thing  whatsoever  requisite  and necessary to be
done in and about the premises,  as fully, to all intents and purposes, as he or
she  might  or could do if  personally  present  at the  doing  thereof,  hereby
ratifying and  confirming  all that said  attorneys may or shall lawfully do, or
cause to be done, by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 21st day of March, 2001.

                                       /s/  Kenneth T. Derr
                                       -----------------------------
                                            Kenneth T. Derr
                                            Director

<PAGE>





                                POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS:


         WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the  "Company"),  proposes to file with the Securities and Exchange  Commission,
under the  provisions of the  Securities  Exchange Act of 1934,  as amended,  an
annual report on Form 10-K; and

         WHEREAS, the undersigned is a director of the Company:

         NOW,  THEREFORE,  the undersigned hereby constitutes and appoints C. H.
NOSKI,  N. S. CYPRUS AND M. J. WASSER and each of them,  as attorneys for him or
her and in his or her name,  place and stead,  and in his or her  capacity  as a
director of the Company,  to execute and file such annual report, and thereafter
to execute and file any  amendments  or  amendments  thereto,  hereby giving and
granting to said attorneys, and each of them, full power and authority to do and
perform each and every act and thing  whatsoever  requisite  and necessary to be
done in and about the premises,  as fully, to all intents and purposes, as he or
she  might  or could do if  personally  present  at the  doing  thereof,  hereby
ratifying and  confirming  all that said  attorneys may or shall lawfully do, or
cause to be done, by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 20th day of March, 2001.

                                       /s/  M. Kathryn Eickhoff
                                       -----------------------------
                                            M. Kathryn Eickhoff
                                            Director


<PAGE>




                                POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS:


         WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the  "Company"),  proposes to file with the Securities and Exchange  Commission,
under the  provisions of the  Securities  Exchange Act of 1934,  as amended,  an
annual report on Form 10-K; and

         WHEREAS, the undersigned is a director of the Company:

         NOW,  THEREFORE,  the undersigned hereby constitutes and appoints C. H.
NOSKI,  N. S. CYPRUS AND M. J. WASSER and each of them,  as attorneys for him or
her and in his or her name,  place and stead,  and in his or her  capacity  as a
director of the Company,  to execute and file such annual report, and thereafter
to execute and file any  amendments  or  amendments  thereto,  hereby giving and
granting to said attorneys, and each of them, full power and authority to do and
perform each and every act and thing  whatsoever  requisite  and necessary to be
done in and about the premises,  as fully, to all intents and purposes, as he or
she  might  or could do if  personally  present  at the  doing  thereof,  hereby
ratifying and  confirming  all that said  attorneys may or shall lawfully do, or
cause to be done, by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 20th day of March, 2001.

                                       /s/  Walter Y. Elisha
                                       -----------------------------
                                            Walter Y. Elisha
                                            Director


<PAGE>





                                POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS:


         WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the  "Company"),  proposes to file with the Securities and Exchange  Commission,
under the  provisions of the  Securities  Exchange Act of 1934,  as amended,  an
annual report on Form 10-K; and

         WHEREAS, the undersigned is a director of the Company:

         NOW,  THEREFORE,  the undersigned hereby constitutes and appoints C. H.
NOSKI,  N. S. CYPRUS AND M. J. WASSER and each of them,  as attorneys for him or
her and in his or her name,  place and stead,  and in his or her  capacity  as a
director of the Company,  to execute and file such annual report, and thereafter
to execute and file any  amendments  or  amendments  thereto,  hereby giving and
granting to said attorneys, and each of them, full power and authority to do and
perform each and every act and thing  whatsoever  requisite  and necessary to be
done in and about the premises,  as fully, to all intents and purposes, as he or
she  might  or could do if  personally  present  at the  doing  thereof,  hereby
ratifying and  confirming  all that said  attorneys may or shall lawfully do, or
cause to be done, by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 21st day of March, 2001.

                                       /s/  George M. C. Fisher
                                       -----------------------------
                                            George M. C. Fisher
                                            Director




<PAGE>





                                POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS:


         WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the  "Company"),  proposes to file with the Securities and Exchange  Commission,
under the  provisions of the  Securities  Exchange Act of 1934,  as amended,  an
annual report on Form 10-K; and

         WHEREAS, the undersigned is a director of the Company:

         NOW,  THEREFORE,  the undersigned hereby constitutes and appoints C. H.
NOSKI,  N. S. CYPRUS AND M. J. WASSER and each of them,  as attorneys for him or
her and in his or her name,  place and stead,  and in his or her  capacity  as a
director of the Company,  to execute and file such annual report, and thereafter
to execute and file any  amendments  or  amendments  thereto,  hereby giving and
granting to said attorneys, and each of them, full power and authority to do and
perform each and every act and thing  whatsoever  requisite  and necessary to be
done in and about the premises,  as fully, to all intents and purposes, as he or
she  might  or could do if  personally  present  at the  doing  thereof,  hereby
ratifying and  confirming  all that said  attorneys may or shall lawfully do, or
cause to be done, by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 21st day of March, 2001.

                                       /s/  Donald V. Fites
                                       -----------------------------
                                            Donald V. Fites
                                            Director


<PAGE>




                                POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS:


         WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the  "Company"),  proposes to file with the Securities and Exchange  Commission,
under the  provisions of the  Securities  Exchange Act of 1934,  as amended,  an
annual report on Form 10-K; and

         WHEREAS, the undersigned is a director of the Company:

         NOW,  THEREFORE,  the undersigned hereby constitutes and appoints C. H.
NOSKI,  N. S. CYPRUS AND M. J. WASSER and each of them,  as attorneys for him or
her and in his or her name,  place and stead,  and in his or her  capacity  as a
director of the Company,  to execute and file such annual report, and thereafter
to execute and file any  amendments  or  amendments  thereto,  hereby giving and
granting to said attorneys, and each of them, full power and authority to do and
perform each and every act and thing  whatsoever  requisite  and necessary to be
done in and about the premises,  as fully, to all intents and purposes, as he or
she  might  or could do if  personally  present  at the  doing  thereof,  hereby
ratifying and  confirming  all that said  attorneys may or shall lawfully do, or
cause to be done, by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 21st day of March, 2001.

                                       /s/  Amos B. Hostetter, Jr.
                                       -----------------------------
                                            Amos B. Hostetter, Jr.
                                            Director



<PAGE>





                                POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS:


         WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the  "Company"),  proposes to file with the Securities and Exchange  Commission,
under the  provisions of the  Securities  Exchange Act of 1934,  as amended,  an
annual report on Form 10-K; and

         WHEREAS, the undersigned is a director of the Company:

         NOW,  THEREFORE,  the undersigned hereby constitutes and appoints C. H.
NOSKI,  N. S. CYPRUS AND M. J. WASSER and each of them,  as attorneys for him or
her and in his or her name,  place and stead,  and in his or her  capacity  as a
director of the Company,  to execute and file such annual report, and thereafter
to execute and file any  amendments  or  amendments  thereto,  hereby giving and
granting to said attorneys, and each of them, full power and authority to do and
perform each and every act and thing  whatsoever  requisite  and necessary to be
done in and about the premises,  as fully, to all intents and purposes, as he or
she  might  or could do if  personally  present  at the  doing  thereof,  hereby
ratifying and  confirming  all that said  attorneys may or shall lawfully do, or
cause to be done, by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 21st day of March, 2001.

                                       /s/  Ralph S. Larsen
                                       -----------------------------
                                            Ralph S. Larsen
                                            Director


<PAGE>




                                POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS:


         WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the  "Company"),  proposes to file with the Securities and Exchange  Commission,
under the  provisions of the  Securities  Exchange Act of 1934,  as amended,  an
annual report on Form 10-K; and

         WHEREAS, the undersigned is a director of the Company:

         NOW,  THEREFORE,  the undersigned hereby constitutes and appoints C. H.
NOSKI,  N. S. CYPRUS AND M. J. WASSER and each of them,  as attorneys for him or
her and in his or her name,  place and stead,  and in his or her  capacity  as a
director of the Company,  to execute and file such annual report, and thereafter
to execute and file any  amendments  or  amendments  thereto,  hereby giving and
granting to said attorneys, and each of them, full power and authority to do and
perform each and every act and thing  whatsoever  requisite  and necessary to be
done in and about the premises,  as fully, to all intents and purposes, as he or
she  might  or could do if  personally  present  at the  doing  thereof,  hereby
ratifying and  confirming  all that said  attorneys may or shall lawfully do, or
cause to be done, by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 21st day of March, 2001.

                                       /s/  John C. Malone
                                       -----------------------------
                                            John C. Malone
                                            Director


<PAGE>




                                POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS:


         WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the  "Company"),  proposes to file with the Securities and Exchange  Commission,
under the  provisions of the  Securities  Exchange Act of 1934,  as amended,  an
annual report on Form 10-K; and

         WHEREAS, the undersigned is a director of the Company:

         NOW,  THEREFORE,  the undersigned hereby constitutes and appoints C. H.
NOSKI,  N. S. CYPRUS AND M. J. WASSER and each of them,  as attorneys for him or
her and in his or her name,  place and stead,  and in his or her  capacity  as a
director of the Company,  to execute and file such annual report, and thereafter
to execute and file any  amendments  or  amendments  thereto,  hereby giving and
granting to said attorneys, and each of them, full power and authority to do and
perform each and every act and thing  whatsoever  requisite  and necessary to be
done in and about the premises,  as fully, to all intents and purposes, as he or
she  might  or could do if  personally  present  at the  doing  thereof,  hereby
ratifying and  confirming  all that said  attorneys may or shall lawfully do, or
cause to be done, by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 21st day of March, 2001.

                                       /s/  Donald F. McHenry
                                       -----------------------------
                                            Donald F. McHenry
                                            Director


<PAGE>




                                POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS:


         WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the  "Company"),  proposes to file with the Securities and Exchange  Commission,
under the  provisions of the  Securities  Exchange Act of 1934,  as amended,  an
annual report on Form 10-K; and

         WHEREAS, the undersigned is a director of the Company:

         NOW,  THEREFORE,  the undersigned hereby constitutes and appoints C. H.
NOSKI,  N. S. CYPRUS AND M. J. WASSER and each of them,  as attorneys for him or
her and in his or her name,  place and stead,  and in his or her  capacity  as a
director of the Company,  to execute and file such annual report, and thereafter
to execute and file any  amendments  or  amendments  thereto,  hereby giving and
granting to said attorneys, and each of them, full power and authority to do and
perform each and every act and thing  whatsoever  requisite  and necessary to be
done in and about the premises,  as fully, to all intents and purposes, as he or
she  might  or could do if  personally  present  at the  doing  thereof,  hereby
ratifying and  confirming  all that said  attorneys may or shall lawfully do, or
cause to be done, by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 16th day of March, 2001.

                                       /s/  Louis A. Simpson
                                       -----------------------------
                                            Louis A. Simpson
                                            Director


<PAGE>




                                POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS:


         WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the  "Company"),  proposes to file with the Securities and Exchange  Commission,
under the  provisions of the  Securities  Exchange Act of 1934,  as amended,  an
annual report on Form 10-K; and

         WHEREAS, the undersigned is a director of the Company:

         NOW,  THEREFORE,  the undersigned hereby constitutes and appoints C. H.
NOSKI,  N. S. CYPRUS AND M. J. WASSER and each of them,  as attorneys for him or
her and in his or her name,  place and stead,  and in his or her  capacity  as a
director of the Company,  to execute and file such annual report, and thereafter
to execute and file any  amendments  or  amendments  thereto,  hereby giving and
granting to said attorneys, and each of them, full power and authority to do and
perform each and every act and thing  whatsoever  requisite  and necessary to be
done in and about the premises,  as fully, to all intents and purposes, as he or
she  might  or could do if  personally  present  at the  doing  thereof,  hereby
ratifying and  confirming  all that said  attorneys may or shall lawfully do, or
cause to be done, by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 21st day of March, 2001.

                                       /s/  Michael I. Sovern
                                       -----------------------------
                                            Michael I. Sovern
                                            Director


<PAGE>




                                POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS:


         WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the  "Company"),  proposes to file with the Securities and Exchange  Commission,
under the  provisions of the  Securities  Exchange Act of 1934,  as amended,  an
annual report on Form 10-K; and

         WHEREAS, the undersigned is a director of the Company:

         NOW,  THEREFORE,  the undersigned hereby constitutes and appoints C. H.
NOSKI,  N. S. CYPRUS AND M. J. WASSER and each of them,  as attorneys for him or
her and in his or her name,  place and stead,  and in his or her  capacity  as a
director of the Company,  to execute and file such annual report, and thereafter
to execute and file any  amendments  or  amendments  thereto,  hereby giving and
granting to said attorneys, and each of them, full power and authority to do and
perform each and every act and thing  whatsoever  requisite  and necessary to be
done in and about the premises,  as fully, to all intents and purposes, as he or
she  might  or could do if  personally  present  at the  doing  thereof,  hereby
ratifying and  confirming  all that said  attorneys may or shall lawfully do, or
cause to be done, by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 21st day of March, 2001.

                                       /s/  Sanford I. Weill
                                       -----------------------------
                                            Sanford I. Weill
                                            Director


<PAGE>




                                POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS:


         WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the  "Company"),  proposes to file with the Securities and Exchange  Commission,
under the  provisions of the  Securities  Exchange Act of 1934,  as amended,  an
annual report on Form 10-K; and

         WHEREAS, the undersigned is a director of the Company:

         NOW,  THEREFORE,  the undersigned hereby constitutes and appoints C. H.
NOSKI,  N. S. CYPRUS AND M. J. WASSER and each of them,  as attorneys for him or
her and in his or her name,  place and stead,  and in his or her  capacity  as a
director of the Company,  to execute and file such annual report, and thereafter
to execute and file any  amendments  or  amendments  thereto,  hereby giving and
granting to said attorneys, and each of them, full power and authority to do and
perform each and every act and thing  whatsoever  requisite  and necessary to be
done in and about the premises,  as fully, to all intents and purposes, as he or
she  might  or could do if  personally  present  at the  doing  thereof,  hereby
ratifying and  confirming  all that said  attorneys may or shall lawfully do, or
cause to be done, by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 21st day of March, 2001.

                                       /s/  Masaki Yoshikawa
                                       -----------------------------
                                            Masaki Yoshikawa
                                            Director


<PAGE>




                                POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS:


         WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the  "Company"),  proposes to file with the Securities and Exchange  Commission,
under the  provisions of the  Securities  Exchange Act of 1934,  as amended,  an
annual report on Form 10-K; and

         WHEREAS, the undersigned is a director of the Company:

         NOW,  THEREFORE,  the undersigned hereby constitutes and appoints C. H.
NOSKI,  N. S. CYPRUS AND M. J. WASSER and each of them,  as attorneys for him or
her and in his or her name,  place and stead,  and in his or her  capacity  as a
director of the Company,  to execute and file such annual report, and thereafter
to execute and file any  amendments  or  amendments  thereto,  hereby giving and
granting to said attorneys, and each of them, full power and authority to do and
perform each and every act and thing  whatsoever  requisite  and necessary to be
done in and about the premises,  as fully, to all intents and purposes, as he or
she  might  or could do if  personally  present  at the  doing  thereof,  hereby
ratifying and  confirming  all that said  attorneys may or shall lawfully do, or
cause to be done, by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 21st day of March, 2001.

                                       /s/  John D. Zeglis
                                       -----------------------------
                                            John D. Zeglis
                                            Director


<PAGE>



                                POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS:


         WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the  "Company"),  proposes to file with the Securities and Exchange  Commission,
under the  provisions of the  Securities  Exchange Act of 1934,  as amended,  an
annual report on Form 10-K; and

         WHEREAS, the undersigned is an officer of the Company:

         NOW,  THEREFORE,  the undersigned hereby constitutes and appoints C. H.
NOSKI, AND M. J. WASSER and each of them, as attorneys for him or her and in his
or her name,  place and stead,  and in his or her  capacity as a director of the
Company,  to execute and file such annual report,  and thereafter to execute and
file any  amendments or amendments  thereto,  hereby giving and granting to said
attorneys, and each of them, full power and authority to do and perform each and
every act and thing  whatsoever  requisite and necessary to be done in and about
the premises, as fully, to all intents and purposes, as he or she might or could
do if personally  present at the doing thereof,  hereby ratifying and confirming
all that said attorneys may or shall lawfully do, or cause to be done, by virtue
hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 21st day of March, 2001.

                                       /s/  Nicholas S. Cyprus
                                       -----------------------------
                                            Nicholas S. Cyprus
                                            Vice President and Controller


<PAGE>




                                POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS:


         WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the  "Company"),  proposes to file with the Securities and Exchange  Commission,
under the  provisions of the  Securities  Exchange Act of 1934,  as amended,  an
annual report on Form 10-K; and

         WHEREAS, the undersigned is an officer of the Company:

         NOW,  THEREFORE,  the undersigned hereby constitutes and appoints N. S.
CYPRUS,  AND M. J. WASSER and each of them,  as attorneys  for him or her and in
his or her name,  place and stead,  and in his or her  capacity as a director of
the Company,  to execute and file such annual report,  and thereafter to execute
and file any  amendments  or amendments  thereto,  hereby giving and granting to
said  attorneys,  and each of them,  full power and  authority to do and perform
each and every act and thing  whatsoever  requisite  and necessary to be done in
and about the  premises,  as fully,  to all intents and  purposes,  as he or she
might or could do if personally  present at the doing thereof,  hereby ratifying
and  confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 19th day of March, 2001.

                                       /s/  Charles H. Noski
                                       -----------------------------
                                            Charles H. Noski
                                            Senior Executive Vice President and
                                              Chief Financial Officer