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, 2004

                                    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
                           and Supplemental Schedule
                           December 31, 2004 and 2003




AT&T of Puerto Rico, Inc. Long-Term Savings Plan
for Management Employees
Index
December 31, 2004 and 2003
--------------------------------------------------------------------------------


                                                                         Page(s)

Report of Independent Registered Public Accounting Firm........................1

Financial Statements

Statements of Net Assets Available for Benefits................................2

Statement of Changes in Net Assets Available for Benefits......................3

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

Supplemental Schedule

Schedule of Assets (Held at End of Year).......................................9








             Report of Independent Registered Public Accounting Firm



To the Participants and Administrator of
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 AT&T of Puerto Rico,  Inc.  Long Term Savings Plan for  Management  Employees
(the  "Plan") as of December  31,  2004 and 2003,  and the changes in net assets
available for benefits for the year ended December 31, 2004  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  statements in accordance with the
standards of the Public  Company  Accounting  Oversight  Board (United  States).
Those standards  require that we plan and perform the audit 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)  as of  December  31,  2004 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
Florham Park, New Jersey

June 22, 2005




AT&T of Puerto Rico, Inc. Long-Term Savings Plan
for Management Employees
Statements of Net Assets Available for Benefits
December 31, 2004 and 2003
--------------------------------------------------------------------------------


(thousands of dollars)

                                                        2004          2003

Assets
Investments, at fair value
    Investment in Master Trust                        $ 6,018       $ 6,246
    Participant loans receivable                          131           144
                                                      -------       -------
             Total assets                               6,149         6,390
                                                      -------       -------
Liabilities
             Total liabilities                              -             -
                                                      -------       -------
Net assets available for benefits                     $ 6,149       $ 6,390
                                                      -------       -------

                                                                      Total

Net assets available for benefits, January 1, 2004              $     6,390
                                                                -----------
Additions
Additions to net assets attributed to
    Net income from investment in Master Trust                          312
    Interest on participant loans                                         6
                                                                -----------
                                                                        318
                                                                -----------
Contributions and transfers
    Employee contributions                                             121
    Employing company contributions                                     55
    Transfers of participants' balances from other plans, net           10
                                                                -----------
                                                                       186
                                                                -----------
             Total additions                                           504
                                                                -----------
Deductions
Distributions to participants                                         (745)
                                                                -----------
                                                                      (745)
                                                                -----------
             Net decrease                                             (241)
                                                                -----------
Net assets available for benefits, December 31, 2004            $    6,149
                                                                -----------




   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
December 31, 2004
--------------------------------------------------------------------------------


1.        Plan Description

          The AT&T of Puerto Rico,  Inc.  Long Term Savings Plan for  Management
          Employees (the "Plan" or "LTSPME-PR") 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) of AT&T of Puerto Rico, Inc. to save on a
          regular  and  long-term  basis.  Effective  January 1, 2004,  the AT&T
          Savings Master Trust ("Master Trust") was established as the successor
          trust to the Group Trust.  Effective as of the same date, State Street
          Bank and Trust Company was appointed as successor  trustee to Fidelity
          Management  Trust  Company  for the AT&T  Savings  Master  Trust.  The
          LTSPME-PR  participates  in the Master Trust for the investment of the
          pooled  assets  of  various  funds.  Each  participating  plan  has an
          undivided interest in the Master Trust.

          An  eligible  employee  enters  the  Plan  by  authorizing  a  payroll
          allotment  to  invest  his/her  contributions  in one or  more  of the
          twenty-six  (26)  different  funds as set  forth in the  current  Plan
          document.

          The Comcast Stock Fund was  liquidated  between March 18, 2004 and May
          20, 2004. The proceeds from the sales were  transferred  into the AT&T
          Stable Value Fund.  As of July 30, 2004,  a  participant  who does not
          have, or maintain,  a balance in the Fidelity  Low-Priced  Stock Fund,
          will not be able to  invest  in the  Fidelity  Low-Priced  Stock  Fund
          through  the Plan.  Shares of the Legg Mason  Value  Trust  Investment
          option  were   converted   from   Financial   Intermediary   Class  to
          Institutional  Class as of 4:00 p.m.  Eastern  Time on  September  30,
          2004.  Effective  July 1, 2004,  the Janus Overseas Fund and the Janus
          Worldwide  Fund  options in the Plan were closed to new  contributions
          and  exchanges  in. A  liquidation  of assets in these two Janus funds
          began on October 8, 2004 and was  completed on October 29,  2004.  The
          proceeds  from the sales were  transferred  into the AT&T Stable Value
          Fund  in the  Plan.  Effective  July 1,  2004,  two  new  mutual  fund
          investment options became available under the Plan. The American Funds
          Capital World Growth and Income Fund, Class R-5 and the Morgan Stanley
          Institutional  Fund-International Equity Portfolio, Class A Shares are
          the two new mutual funds. On December 6, 2004, Fidelity implemented an
          enterprise-wide  policy to monitor  and address  excessive  short-term
          trading in  Fidelity  funds sold  through  retail or 401(k)  plans for
          which they keep the records.  This policy  establishes  standards  for
          warning participants and suspending trading privileges,  if necessary,
          in accordance with prospectus rules. Fidelity has offered to implement
          this policy for other mutual fund providers and  subsequently  T. Rowe
          Price and Legg Mason agreed to have their funds monitored by Fidelity.

          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  or  10% of the  participants  annual  compensation,
          whichever is less, in 2004. When an employee  contributes to the Plan,
          the employing  company (AT&T or any AT&T subsidiary  participating  in
          the Plan) will  contribute  an amount equal to 66-2/3% of the first 6%
          of the employee's salary contributed.  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 service.

          Loans are  available  to all  participants  in an amount not less than
          $1,000,  up to a maximum of 50% of the  participant's  vested  account
          balance or $50,000 minus the  participant's  highest  outstanding loan
          balance in the last twelve (12) months.  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  as of  December  31, 2004 range from 4.0% to 9.5%.
          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, if
          the amount to be distributed is $5,000 or less. 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 withdrawn or distributed at the participant's  request,  or
          as  minimum  required  distributions  beginning  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 LTSPME-PR account in
          the beneficiary's name.

          There were no participant  forfeitures  in 2004.  The total  forfeited
          non-vested  account as of December  31,  2004 is $40,890.  Forfeitures
          will be used to reduce  future  employer  contributions.  During 2004,
          employer  contributions were reduced by $103 from forfeited non-vested
          accounts.

          For a complete  description of the Plan,  participants should refer to
          the Plan  Prospectus and Plan Summary Plan  Description  ("SPD").  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 Master Trust are  allocated to the Plan based
          on  participant  balances.  The net asset value of the Master Trust is
          calculated  by the Trustee.  The Trustee  determines  the value of the
          underlying assets in the investment  manager  portfolios,  taking into
          account the market 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 the last business day of the year.  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 assets of the Plan and
          are not part of the Master Trust.

          Purchases and Sales of Investments
          Purchases and sales of securities are recorded on the trade date.

          Investment Income
          Dividend income is recorded on the ex-dividend  date.  Interest income
          is accrued as earned.

          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
          change for the year in 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.

          Risk and Uncertainties
          Investments  held by the Master  Trust and Plan are exposed to various
          risks such as interest  rate,  market,  and credit  risks.  Due to the
          level of risk  associated  with  certain  investments,  it is at least
          reasonably  possible that changes in the values of  investments  could
          occur in the near term and that such changes could  materially  affect
          participants'  account  balances  and  the  amounts  reported  in  the
          statement of 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
          qualified in accordance  with  applicable  sections of the Puerto Rico
          Income  Tax Act of 1954 (the  "Act").  The Plan has been  amended  and
          restated  since   receiving  the   determination   letter.   The  Plan
          Administrator,  however,  believes  that the Plan is qualified  and is
          currently   being   operated  in   compliance   with  the   applicable
          requirements of the Act.

4.        Concentrations of Investment Risk

          At December 31, 2004, Plan participants' accounts that are invested in
          the Company  stock option are exposed to market risk in the event of a
          significant decline in the value of AT&T Corp. 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

          In general, fees paid for Plan administration, including recordkeeping
          (except for such services as are  attributable to the participant loan
          program),  are paid from the trust,  unless those expenses are paid by
          the Company or participant(s). Fees for trustee services, are paid out
          of  trust  assets.   Expenses   attributable  to  the  management  and
          investment of each of the investment  options shall be charged against
          respective options.

7.        Master Trust Investments

          The Trust Investments presented as of December 31, 2004 are those held
          by State  Street  Bank and  Trust  Company,  as  Trustee,  in the AT&T
          Savings  Master Trust.  The  investments  presented as of December 31,
          2003 are those held by Fidelity  Management Trust Company, as Trustee,
          in the Group Trust.


Type of Master Trust Investments                            December 31
--------------------------------------------------------------------------------
(thousands of dollars)                                  2004           2003

Government Securities                             $        -      $   16,572
Short-term securities                                 40,201          10,189
Corporate bonds                                        1,205           6,127
Common stocks                                      1,009,660       1,567,644
Mutual funds                                       3,072,840       2,795,255
Commingled funds                                   1,381,388       1,294,002
Investment contracts
     Guaranteed Investment Contracts                 276,552         344,575

     Synthetic Investment Contracts
     Government Securities                           348,836         625,298
     Short-term securities                            64,152         251,905
     Corporate bonds                               2,428,782       1,687,291
     Derivatives                                          17             186
     Other                                           (44,387)       (173,684)
     Wrapper                                         (62,410)        (83,151)

Cash                                                   5,650           2,862
                                                  ----------      ----------
              Total Master Trust Investments      $8,522,486      $8,345,070
                                                  ----------      ----------

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


                                                               December 31,
                                                          ----------------------
Allocation of Master Trust Investments                     2004           2003

AT&T Long Term Savings Plan for Management Employees       83.73%         83.15%
AT&T Long Term Savings and Security Plan                   15.80          16.54
AT&T Retirement Savings and Profit Sharing Plan             0.39           0.22
AT&T of Puerto Rico, Inc. Long Term Savings Plan for
    Management Employees                                    0.07           0.08
AT&T of Puerto Rico, Inc. Long Term Savings and
    Security Plan                                           0.01           0.01
                                                          -------        ------
                                                          100.00%        100.00%
                                                          -------        -------


Net appreciation in fair value of Master Trust investments     December 31, 2004

Corporate bonds                                                       $    240
Common stocks                                                           10,919
Mutual funds                                                           252,157
Commingled funds                                                       147,355
                                                                      --------
     Total net appreciation in fair value of Master Trust
       investments                                                    $410,671
                                                                      --------
Investment income
Interest                                                              $123,603
Dividends                                                              109,440
                                                                      --------
                                                                      $233,043
                                                                      --------


8.        Related Party Transactions and Party-in-Interest

          The Plan invests in common shares of AT&T Corp. stock, which qualifies
          as a related  party  transaction.  At December 31, 2004,  the total of
          these investments  amounted to $220,795,948 or approximately 3% of the
          Master Trust. At December 31, 2003, the total amounted to $256,799,741
          or approximately 3% of the Group Trust.

9.        Subsequent Events

          On  January  31,  2005,  SBC  Communications  and  AT&T  announced  an
          agreement  for SBC to acquire  AT&T.  Employees  enrolled  in the AT&T
          Savings Plans can continue to make  contributions,  choose  investment
          direction and receive company matching  contributions until the merger
          closes.  Any decision on benefit plans after the close will be made by
          SBC,  subject to any  constraints  provided  by the merger  agreement.
          Under the merger  agreement,  SBC has  agreed  that  employees,  for a
          period of time after the merger,  will have  compensation  and benefit
          plans  and programs that are no less  favorable in the aggregate  than
          they have at AT&T.  This  commitment  will  continue to the end of the
          plan  year  (December  31)  following  the  first  anniversary  of the
          closing.

          In March 2005,  the automatic distribution threshold changed to $1,000
          from $5,000.




AT&T of Puerto Rico, Inc. Long-Term Savings Plan
for Management Employees
Schedule of Assets (Held at End of Year)
December 31, 2004
--------------------------------------------------------------------------------

Name of Issuer and Title of Issue                            Cost         Value

Participant Loans Receivable (4.0% - 9.5%)                 $  131        $  131
                                                                         -------
Investment in Master Trust                                                6,018
                                                                         -------



                                   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:  June 27, 2005



                                  EXHIBIT INDEX

Exhibit No.

    23            Consent of PricewaterhouseCoopers LLP