FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Smith Rodney M
2. Date of Event Requiring Statement (MM/DD/YYYY)
3/16/2020 

3. Issuer Name and Ticker or Trading Symbol

AMERICAN TOWER CORP /MA/ [AMT]
(Last)        (First)        (Middle)

116 HUNTINGTON AVENUE
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                          _____ 10% Owner
___X___ Officer (give title below)        _____ Other (specify below)
EVP, CFO & Treasurer /
(Street)

BOSTON, MA 02116      

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed(MM/DD/YYYY)
 

6. Individual or Joint/Group Filing(Check Applicable Line)

_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 41611 (1)D 
 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Option to Purchase Common Stock  (2)3/12/2022 Common Stock 17232 $62.00 D 
 
Option to Purchase Common Stock  (3)10/1/2022 Common Stock 3956 $71.07 D 
 
Option to Purchase Common Stock  (4)3/11/2023 Common Stock 25389 $76.90 D 
 
Option to Purchase Common Stock  (5)3/10/2024 Common Stock 33019 $81.18 D 
 
Option to Purchase Common Stock  (6)3/10/2025 Common Stock 33135 $94.57 D 
 
Option to Purchase Common Stock  (7)3/10/2026 Common Stock 34341 $94.71 D 
 

Explanation of Responses:
(1) Amount includes 13,798 shares of Common Stock underlying unvested restricted stock units previously granted under the 2007 Equity Incentive Plan, as amended (the "Plan").
(2) This option was granted pursuant to the Plan and is exercisable in 25% cumulative annual increments beginning March 12, 2013.
(3) This option was granted pursuant to the Plan and is exercisable in 25% cumulative annual increments beginning October 1, 2013.
(4) This option was granted pursuant to the Plan and is exercisable in 25% cumulative annual increments beginning March 11, 2014.
(5) This option was granted pursuant to the Plan and is exercisable in 25% cumulative annual increments beginning March 10, 2015.
(6) This option was granted pursuant to the Plan and is exercisable in 25% cumulative annual increments beginning March 10, 2016.
(7) This option was granted pursuant to the Plan and is exercisable in 25% cumulative annual increments beginning March 10, 2017.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Smith Rodney M
116 HUNTINGTON AVENUE
BOSTON, MA 02116


EVP, CFO & Treasurer

Signatures
/s/ Mneesha O. Nahata, as attorney-in-fact3/26/2020
**Signature of Reporting PersonDate

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