AT&T Inc. (NYSE: T) is approaching smaller rivals including MetroPCS Communications Inc. (NYSE: PCS) and Leap Wireless International Inc. (Nasdaq: LEAP) to sell spectrum and subscribers as part of an attempt to save its $39 billion takeover of T-Mobile USA Inc., said two people with direct knowledge of the situation.

AT&T has also reached out to CenturyLink Inc. (NYSE: CTL), Dish Network Corp. (Nasdaq: DISH) and Sprint Nextel Corp. (NYSE: S) to gauge their interest in buying assets, said the people, who declined to be identified because the talks are private.

AT&T, based in Dallas, is seeking ways to salvage its agreement to acquire T-Mobile USA from Bonn-based Deutsche Telekom AG after the Justice Department sued on Aug. 31 to stop the deal. The talks with competitors are preliminary and may not lead to a deal, and the Justice Department may also deem the remedies insufficient, the people said.

[The report comes after AT&T launched its faster 4G data service in selected markets, including Atlanta, over the weekend. Also, seven states have now joined the Justice Department in opposing the merger. (Read details here.)]

AT&T, which would become the largest U.S. wireless operator with the purchase, has said it will fight the Justice Department in court and has asked for an expedited hearing for the case. The company and the DOJ are scheduled to meet in court Sept. 21 to explore whether a settlement may be reached.

Bank of America Corp. is advising AT&T on potential asset sales, according to the people. JPMorgan Chase & Co., Greenhill & Co. and Evercore Partners Inc. were AT&T’s original advisers on the deal.

Sprint Challenge

Sprint, the third-biggest U.S. mobile operator, filed a Sept. 6 antitrust lawsuit against the T-Mobile deal.

Spokesmen for AT&T, Deutsche Telekom, MetroPCS, Leap, CenturyLink, Dish, Sprint and Bank of America declined to comment.

Deutsche Telekom declined as much as 3.1 percent to 8.24 euros in Frankfurt trading and was down 2.5 percent at 10:16 a.m. AT&T closed 1.4 percent higher at $28.94 in New York trading on Sept. 16, while Sprint declined 2.3 percent to $3.36.

AT&T has agreed to compensate Deutsche Telekom with $3 billion in cash, as well as wireless spectrum and roaming agreements, if the deal isn’t completed. Deutsche Telekom has also said it will work to close the deal. In addition to the DOJ, the companies need approval from the Federal Communications Commission to complete the transaction.

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