AT&T PLANS TO CREATE NEW WIRELESS STOCK.

Byline: Seth Schiesel The New York Times

Top executives at AT&T are planning to create a separately traded tracking stock for the company's fast-growing cellular unit and to invest billions to deliver high-speed Internet access and local phone service to millions of American homes using wireless technology.

The plan, outlined Tuesday by executives close to the company, would open a broad new front in AT&T's battle with the Baby Bells to recapture part of the local communications market.

AT&T's board has not given final approval to the tracking stock, but the company's management wants to announce plans for the spinoff and the new wireless initiative at a meeting with financial analysts on Dec. 6, the executives said.

While the company does not appear to have made final decisions about the wireless company's management, executives close to AT&T said John D. Zeglis, AT&T's president, stands an excellent chance of being named to run the new operation. The executives also said Daniel E. Somers, who recently left his post as chief financial officer to run AT&T's far-flung cable television unit on an interim basis, would probably be formally tapped as chief executive of that operation.

An AT&T spokeswoman declined to comment.

Given the success that Sprint had in forming a tracking stock for its wireless operation last year, AT&T's board appears supportive of the plan, executives close to the company said. But if AT&T intends to issue a tracking stock before it completes its acquisition of the Mediaone Group next year, the move would also require approval from Mediaone's board.

As a condition of accepting AT&T stock in that deal, Mediaone, the big cable television carrier, insisted that it have a veto over any big changes in AT&T's capital structure before the acquisition was completed.

AT&T is currently negotiating with Mediaone about the tracking stock plan, according to executives close to the discussions.

The creation of a wireless tracking stock would be an unusually aggressive financial move for AT&T, one of the nation's most widely held stocks. Owners of AT&T shares would receive shares in the new wireless unit, though the wireless operation would not be a totally independent company a la Lucent Technologies, which AT&T spun off in 1996.

Tracking stocks are meant to mirror the performance of particular units within a larger company, while reporting independent financial results. Hughes Electronics, for instance, trades as a tracking stock of General Motors, which owns Hughes.