SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549

                                    FORM 11-K

         Annual Report Pursuant to Section 15(d) of the Securities
         Exchange Act of 1934


(Mark One)

(x)      ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
         OF 1934

         For The Fiscal Year Ended December 31, 2002

                                    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.       Full title of the plan and the address of the plan, if different from
         that of the issuer named below:

                AT&T OF PUERTO RICO, INC. LONG-TERM SAVINGS PLAN
                            FOR MANAGEMENT EMPLOYEES

B.       Name and issuer of the securities held pursuant to the plan and the
         address of its principal executive office:



                                   AT&T CORP.
                      One AT&T Way, Bedminster, NJ  07921



AT&T of Puerto Rico, Inc.
Long-Term Savings Plan for
Management Employees
Financial Statements
As of December 31, 2002 and 2001
and for the year ended December 31, 2002
and Supplemental Schedule
as of December 31, 2002



AT&T of Puerto Rico, Inc. Long Term Savings Plan
For Management Employees
Content to Financial Statements and Supplemental Schedule
--------------------------------------------------------------------------------

                                                                       Page(s)

Report of Independent Accountants........................................1

Financial Statements

Statements of Net Assets Available for Benefits
  as of December 31, 2002 and 2001.......................................2

Statement of Changes in Net Assets Available for Benefits
  for the year ended December 31, 2002...................................3

Notes to Financial Statements..........................................4-8

Supplemental Schedule
Schedule of Assets (Held at End of Year)
  as of December 31, 2002................................................9



                        Report of Independent Accountants



To the Participants and Administrator of the
AT&T of Puerto Rico, Inc. Long Term Savings Plan for Management Employees:


In our opinion, the accompanying statements of net assets available for benefits
and the related statement of changes in net assets available for benefits
present fairly, in all material respects, the net assets available for benefits
of the AT&T of Puerto Rico, Inc. Long Term Savings Plan for Management Employees
(the "Plan") as of December 31, 2002 and 2001, and the changes in net assets
available for benefits for the year ended December 31, 2002, in conformity with
accounting principles generally accepted in the United States of America. These
financial statements are the responsibility of the Plan's management; our
responsibility is to express an opinion on these financial statements based on
our audits. We conducted our audits of these financial statements in accordance
with auditing standards generally accepted in the United States of America,
which require that we plan and perform the audits to obtain reasonable assurance
about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the accounting principles
used and significant estimates made by management, and evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of Assets (Held
at End of Year) is presented for the purpose of additional analysis and is not a
required part of the basic financial statements, but is supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. The supplemental schedule is the responsibility of the Plan's management.
The supplemental schedule has been subjected to the auditing procedures applied
in the audits of the basic financial statements and, in our opinion, is fairly
stated in all material respects in relation to the basic financial statements
taken as a whole.




PRICEWATERHOUSECOOPERS LLP



July 14, 2003



AT&T of Puerto Rico, Inc. Long Term Savings Plan
for Management Employees
Statements of Net Assets Available for Benefits
As of December 31, 2002 and 2001
--------------------------------------------------------------------------------

                                                          2002          2001
(thousands of dollars)

Assets
Investments, at fair value
  Investments in Group Trust                          $  6,179      $  6,899
  Participant loans receivable                             139           136
                                                      --------      --------
       Total investments                                 6,318         7,035

Interfund receivable                                         6             9
Dividends and interest receivable                            3             2
Other receivable                                            35             -
                                                      --------      --------
       Total assets                                      6,362         7,046
                                                      --------      --------

Liabilities
Interfund payables                                           6             9
Accrued expenses                                             -             1
                                                      --------      --------
       Total liabilities                                     6            10
                                                      --------      --------
       Net assets available for benefits              $  6,356      $  7,036
                                                      --------      --------



   The accompanying notes are an integral part of these financial statements.



AT&T of Puerto Rico, Inc. Long Term Savings Plan
for Management Employees
Statement of Changes in Net Assets Available for Benefits
For the Year Ended December 31, 2002
--------------------------------------------------------------------------------

(thousands of dollars)                                            Total

Net assets available for benefits, January 1, 2002              $  7,036
                                                                --------

Allotments, contributions and transfers
Employee allotments                                                  269
Employing company contributions                                      119
Transfers of participants' balances from
  other plans, net                                                   449
                                                                --------
                                                                     837
                                                                --------
Investment income (loss):
  Dividends                                                            9
  Interest                                                           213
  Net depreciation in fair value of investments                     (943)
                                                                --------
                                                                    (721)
                                                                --------
Distribution to participants                                        (793)
Administrative expenses                                               (3)
                                                                --------
                                                                    (796)
                                                                --------
       Net decrease                                                 (680)
                                                                --------
       Net assets available for benefits,
         December 31, 2002                                      $  6,356
                                                                --------



   The accompanying notes are an integral part of these financial statements.



AT&T of Puerto Rico, Inc. Long Term Savings Plan
For Management Employees
Notes to Financial Statements
For the Year Ended December 31, 2002 and 2001
--------------------------------------------------------------------------------

1.       Plan Description

         The AT&T of Puerto Rico, Inc. Long Term Savings Plan for Management
         Employees (the "Plan" or "PRLTSPME") is a defined contribution plan
         established by AT&T Corp. ("AT&T") to provide a convenient way for
         management employees (i.e., employees whose pay is defined at a monthly
         or annual rate and whose positions are not subject to automatic wage
         progression) to save on a regular and long-term basis. The PRLTSPME
         participates in a master trust (the "Group Trust"), for the investment
         of the pooled assets of various funds. Each participating plan has an
         undivided interest in the Group Trust.

         An eligible employee enters the Plan by authorizing a payroll allotment
         to invest their contributions in one or more of the twenty-six (26)
         different funds, in 10% increments. In 2001, the AT&T Wireless Stock
         Fund and Liberty Media Stock Fund were no longer employer securities
         and were frozen for additional employee contributions.

         On November 18, 2002, AT&T spun-off AT&T Broadband to AT&T shareholders
         of record as of November 15, 2002. Immediately after the spin-off, AT&T
         Broadband combined with the Comcast Corporation. For each share of AT&T
         Corp. common stock, shareholders received .3235 shares of Comcast
         Corporation Class A common stock as of the close on November 15, 2002.
         As a result, a Comcast Stock Fund was added to the Group Trust in
         November 2002. The Comcast Stock Fund is not an employer security and
         is frozen to employee contributions.

         Other receivable line item on the statement of net assets available for
         benefits relates to securities sold for which cash has not been
         received.

         Employee allotments of 2% to 16% of salary may be authorized. An
         employee may designate allotments as pre-tax allotments or after-tax
         allotments. All participant contributions and earnings thereon are
         immediately vested and are not subject to forfeiture. Pre-tax
         contributions may be made up to the Puerto Rico Department of Treasury
         limit of $8,000 in 2002. Immediately upon enrollment, the employing
         company (AT&T or any subsidiary of AT&T participating in the Plan) will
         contribute an amount equal to 66-2/3% of the first 6% of the employee's
         salary allotment. Employing company contributions are made in
         accordance with the participant's elected investment direction.
         Employing company contributions and earnings thereon are vested after
         three years of credited service.

         Loans are available to all participants in an amount not less than
         $1,000, up to a maximum of the lesser of $50,000 minus the
         participant's highest outstanding loan balance in the last twelve (12)
         months or 50% of the participant's vested account balance. Upon
         default, employees are considered to have received a distribution and
         are subject to income taxes on the distributed amount. Loan
         transactions are treated as a transfer to (from) the investment funds
         from (to) the Participant Loan Account. The term of the loan shall not
         exceed fifty-six (56) months. The loans are collateralized by the
         balance in the participant's account and bear interest at the prime
         rate on the last business day of the month preceding the month the loan
         was taken. Interest rates are fixed for the term of the loan. Interest
         rates on participant loans outstanding range from 4.25 percent to 9.50
         percent. Principal and interest are paid through payroll deductions or
         participant-initiated payments.



         When a participant terminates employment, the entire vested amount in
         the participant's account will be distributed in a single payment or in
         annual retiree withdrawals, as directed by the participant, if the
         amount to be distributed is less than $5,000. However, if the amount to
         be distributed exceeds $5,000, and the participant does not request the
         distribution, the participant's account shall remain in the Plan and
         may be distributed at the participant's request, or as minimum required
         distributions when the participant attains age 70-1/2, or upon the
         participant's death, whichever is earlier. When a participant dies, the
         participant's beneficiary or beneficiaries may elect their share of the
         participant's account balance as a single payment or as a transfer to a
         PRLTSPME account in their own name.

         There were no participant forfeitures in 2002. The total forfeited
         non-vested account as of December 31, 2002 is $26,012. This account
         will be used to reduce future employer contributions. During 2002
         employer contributions were reduced by $273 from forfeited non-vested
         accounts.

         For a complete description of the Plan, participants should refer to
         the Plan Prospectus. The Plan is subject to the provisions of the
         Employee Retirement Income Security Act of 1974 ("ERISA").

2.       Accounting Policies

         Basis of accounting
         The financial statements of the Plan are prepared under the accrual
         method of accounting.

         Payment of benefits
         Benefits are recorded when paid.

         Valuation of investments
         Income and assets of the Group Trust are allocated to the Plan based on
         participant balances. The net asset value of the Group Trust is
         calculated by the Trustee. The Trustee determines the value of the
         underlying assets in the investment manager portfolios, taking into
         account values supplied by a generally accepted pricing or quotation
         service or quotations furnished by one or more reputable sources, such
         as securities brokers, dealers or investment bankers, mutual fund
         administrators, values of comparable property, appraisals or other
         relevant information. Investments in AT&T common shares and other
         securities listed on national stock exchanges are carried at fair value
         determined on the basis of the last published sales price per share on
         December 31, or, if no sales were made on that date, at the last
         published sales price on the next preceding day on which sales were
         made. Securities traded in over-the-counter markets are carried at fair
         value based on the last bid prices or closing prices on December 31, as
         listed in published sources if available or, if not available, from
         other sources considered reliable. Contracts with insurance companies
         and financial institutions, which are fully benefit responsive, are
         carried at contract value (representing contributions made under the
         contracts plus accumulated interest at the contract rates). All other
         investments are carried at the fair value on the close of business on
         December 31. Participant loans receivable are valued at cost which
         approximates fair value. Participant loans are not part of the Group
         Trust.

         Purchases and sales of investments
         Purchases and sales of securities are recorded as of the trade dates.



         Investment income
         Dividend income is recorded on securities held as of the ex-dividend
         dates. Interest income is recorded on the accrual basis.

         Net appreciation (depreciation) in the fair value of investments
         The Plan presents in the statement of changes in net assets available
         for benefits the net appreciation (depreciation) in the fair value of
         investments, which consists of the realized gains (losses) and the
         unrealized appreciation (depreciation) on those investments.

         Use of estimates
         The preparation of financial statements in conformity with generally
         accepted accounting principles requires management to make estimates
         and assumptions that affect the reported amounts of assets and
         liabilities, and changes therein, and disclosure of contingent assets
         and liabilities. Actual results could differ from those estimates. The
         most significant estimates relate to the valuation of the investments.

         Risk and uncertainties
         Investments held by the Group Trust are exposed to various risks, such
         as interest rate, market and credit. Due to the level of risk
         associated with certain investment securities and the level of
         uncertainty related to changes in the value of investment securities,
         it is at least reasonably possible that changes in risks in the near
         term would materially affect participants' account balances and the
         amounts reported in the statement of net assets available for benefits
         and the statement of changes in net assets available for benefits.

3.       Tax Status

         The Puerto Rico Department of Treasury has determined and informed AT&T
         by letter dated May 31, 1995, that the Plan and related trust are
         designed in accordance with applicable sections of the Puerto Rico
         Income Tax Act of 1954 (the "Act"). The Plan has been amended since
         receiving the determination letter. The Plan administrator, however,
         believes that the Plan is designed and is currently being operated in
         compliance with the applicable requirements of the Act.

4.       Concentrations of Investment Risk

         At December 31, 2002, Plan participants' accounts, which are invested
         in the investment options mentioned herein, were exposed to market risk
         in the event of a significant decline in the value of AT&T Corp. stock,
         Liberty Media stock, AT&T Wireless stock and/or Comcast stock.

5.       Plan Termination

         Although it has not expressed any intent to do so, AT&T has the right
         under the Plan to discontinue its contributions at any time and to
         terminate the Plan subject to the provisions of ERISA. In the event of
         Plan termination, the Plan provides that the net assets are to be
         distributed to participating employees in amounts equal to their
         respective interest in such assets.



6.       Plan Expenses

         Plan participants share the recordkeeping, accounting, and other
         administrative costs of the Plan with the employing company. Brokerage,
         investment manager and trustee fees are paid by the Plan, and are
         primarily reflected in the calculation of a fund's net asset value per
         unit.

7.       Group Trust Investments

         The following table presents the investments in the Group Trust held by
         Fidelity Management Trust Company ("FMTC") at December 31, 2002 and
         2001 (in thousands of dollars except for percentages).

         Type of Group Trust investments                2002          2001

         Asset Allocation Strategies               $  476,869    $  664,756
         Index Funds                                  269,382       322,792
         AT&T Custom Funds                          3,601,076     3,989,842
         Mutual Funds                               1,969,665     2,660,141
         Stock Funds                                  830,588     2,154,884
                                                   ----------    ----------
         Total Group Trust Investments             $7,147,580    $9,792,415
                                                   ----------    ----------


         Allocation of Group Trust investments            As of December 31,
                                                       ------------------------

                                                          2002          2001
         AT&T Long Term Savings Plan for Management
           Employees                                    82.5368%      72.9679%
         AT&T Long Term Savings and Security Plan       17.2603%      14.7674%
         AT&T Retirement Savings and Profit Sharing
           Plan                                          0.1000%       0.0812%
         AT&T of Puerto Rico, Inc. Long Term Savings
           Plan for Management Employees                 0.0864%       0.0705%
         AT&T of Puerto Rico, Inc. Long Term Savings
           and Security Plan                             0.0165%       0.0167%
         AT&T Broadband Long Term Savings Plan                 *      12.0963%

         *Plan was not a part of the Group Trust at December 31, 2002



                                                                      For the
                                                                     Year Ended
                                                                    December 31,
                                                                        2002
         Net depreciation in fair value of Group Trust investments
         Asset Allocation Strategies                                $   (56,775)
         Index Funds                                                    (31,411)
         AT&T Custom Funds                                             (264,578)
         Mutual Funds                                                  (587,001)
         Stock Funds                                                   (721,205)
                                                                    -----------
              Total net depreciation in fair value of Group Trust
                investments                                         $(1,660,970)
                                                                    -----------

         Investment income
         Interest                                                   $   172,388
         Dividends                                                       10,743
                                                                    -----------
                                                                    $   183,131
                                                                    -----------

8.       Related Party Transactions and Party-in-Interest

         Certain Plan investments are shares of mutual funds managed by Fidelity
         Management and Research (FMR), the parent of FMTC. FMTC is the trustee
         as defined by the Plan and, therefore, these transactions qualify as
         party-in-interest.

         In addition, the Plan invests in common shares of AT&T Corp. Stock,
         which qualifies as a related party transaction. AT&T Wireless Stock and
         Liberty Media Stock qualified as related party transactions until AT&T
         Wireless Services, Inc. and Liberty Media Corporation split-off from
         AT&T Corp. on July 9, 2001 and August 10, 2001, respectively.

9.       Subsequent Events

         The AT&T Wireless Stock Fund and the Liberty Media Stock Fund were
         liquidated as of January 2003 and February 2003, respectively. Any
         balances remaining in these funds at the liquidation date were
         transferred to the AT&T Stable Value Fund.



AT&T of Puerto Rico, Inc. Long Term Savings Plan
For Management Employees
Schedule of Assets (Held at End of Year)
As of December 31, 2002
--------------------------------------------------------------------------------

(Thousands of Dollars)

Name of Issuer and Title of Issue                      Cost        Value

Participant Loans Receivable (4.25% - 9.50%)                     $   139
                                                    -------      -------



                                   SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Savings Plan Committee has duly caused this annual report to be signed by the
undersigned thereunto duly authorized.



                                  AT&T OF PUERTO RICO, INC. LONG
                                  TERM SAVINGS PLAN FOR MANAGEMENT EMPLOYEES

                                  By Savings Plan Committee


                                  /s/  Brian Byrnes
                                  ------------------------------
                                  Brian Byrnes
                                  Secretary of the Savings Plan Committee


Date:  July 14, 2003




                                  Exhibit Index

Exhibit No.

    23                     Consent of PricewaterhouseCoopers LLP

    99.1                   Certification of Mirian M. Graddick-Weir,
                           Executive Vice President and Chairperson,
                           Savings Plan Committee and Robert Angelica, Chairman
                           and Chief Executive Officer, AT&T Investment
                           Management Corporation



                                                                      Exhibit 23

                             CONSENT OF INDEPENDENT ACCOUNTANTS

We  hereby  consent  to the  incorporation  by  reference  in  the  Registration
Statement on Form S-8 (No.  33-50819) of AT&T Corp. of our report dated July 14,
2003 relating to the financial statements and supplemental  schedule of the AT&T
of Puerto Rico,  Inc.  Long Term Savings Plan for  Management  Employees,  which
appears in this Form 11-K.



PricewaterhouseCoopers LLP

New York, NY
July 14, 2003





                                                                    Exhibit 99.1

                                  CERTIFICATION



Each of the undersigned hereby certifies, for the purposes of section 1350 of
chapter 63 of title 18 of the United States Code, as adopted pursuant to Section
906 of the Sarbanes-Oxley Act of 2002, in the undersigned's capacity as an
officer of AT&T Corp. or its subsidiaries ("AT&T"), that, to the undersigned's
knowledge, the respective Annual Reports on Form 11-K for the period ended
December 31, 2002, for (i) AT&T Long Term Savings Plan for Management Employees,
(ii) AT&T Long Term Savings and Security Plan, (iii) AT&T Retirement Savings and
Profit Sharing Plan, (iv) AT&T of Puerto Rico, Inc. Long Term savings Plan for
Management Employees, and (v) AT&T of Puerto Rico, Inc. Long Term Savings and
Security Plan each fully complies with the requirements of Section 13(a) of the
Securities Exchange Act of 1934 and that the information contained in each such
report fairly presents, in all material respects the net assets available for
benefits and changes in net assets available for benefits of the respective
Plan. This written statement is being furnished to the Securities and Exchange
Commission as an exhibit to each such Form 11-K. A signed original of this
statement has been provided to AT&T and will be retained by AT&T and furnished
to the Securities and Exchange Commission or its staff upon request.

                             By:  /s/ Mirian M. Graddick-Weir
                                  ------------------------------
                                      Mirian M. Graddick-Weir
                                      Executive Vice President and
                                        Chairperson, Savings Plan Committee

                                      June 30, 2003

                             By:  /s/ Robert Angelica
                                  ------------------------------
                                      Robert Angelica
                                      Chairman and Chief Executive
                                        AT&T Investment Management Corporation

                                      June 30, 2003