Obligation Frontier Communications Parent 8.25% ( US35906AAA60 ) en USD

Frontier Communications Parent

100 % ▲

Etas-Unis

US35906AAA60 ( en USD )

8.25% par an ( paiement semestriel )

01/05/2014 - Obligation échue

Prospectus brochure de l'obligation Frontier Communications Parent US35906AAA60 en USD 8.25%, échue

2 000 USD

600 000 000 USD

35906AAA6

NR

NR

L'Obligation émise par Frontier Communications Parent ( Etas-Unis ) , en USD, avec le code ISIN US35906AAA60, paye un coupon de 8.25% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 01/05/2014

L'Obligation émise par Frontier Communications Parent ( Etas-Unis ) , en USD, avec le code ISIN US35906AAA60, a été notée NR par l'agence de notation Moody's.

L'Obligation émise par Frontier Communications Parent ( Etas-Unis ) , en USD, avec le code ISIN US35906AAA60, a été notée NR par l'agence de notation Standard & Poor's ( S&P ).

Final Prospectus Supplement
424B5 1 d424b5.htm FINAL PROSPECTUS SUPPLEMENT
Table of Contents
Filed pursuant to Rule 424(b)(5)
File No. 333-158391
CALCULATION OF REGISTRATION FEE
Maximum Aggregate
Amount of
Title of each class of securities offered

Offering Price
Registration Fee(1)
8.25% Senior Notes due 2014

$550,830,000

$30,736.31
___________
(1) Calculated in accordance with Rule 457(r)
Prospectus supplement
(To Prospectus dated April 3, 2009)

Frontier Communications Corporation
$600,000,000
8.25% Senior Notes due 2014
Interest payable May 1 and November 1
Issue price: 91.805%
The notes will mature on May 1, 2014. Interest will accrue from April 9, 2009, and the first interest
payment date will be May 1, 2009.
We may, at our option, redeem some or all of the notes at any time, by paying a make-whole premium,
plus accrued and unpaid interest, if any, to the date of the redemption. See "Description of the
notes -- Optional redemption."
The notes will be our senior obligations. The notes will rank equally with all of our other unsecured
senior indebtedness from time to time outstanding.
The notes will not be listed on any exchange or quoted on any automated dealer quotation system.
Currently, there is no public market for the notes.
Investing in the notes involves risks. See "Supplemental risk factors" beginning on page S-7
herein and "Item 1A. Risk Factors" in our Annual Report on Form 10-K for the year ended
December 31, 2008, which is incorporated by reference herein, for a discussion of factors you
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Final Prospectus Supplement
should consider carefully before investing in the notes.
Neither the Securities and Exchange Commission nor any other regulatory body has approved or
disapproved of these securities or passed upon the adequacy or accuracy of this prospectus
supplement or the accompanying prospectus. Any representation to the contrary is a criminal offense.

Underwriting
Proceeds to Frontier

Price to public
discount
(before expenses)
Per note

91.805%
2.000%
89.805%
Total

$550,830,000
$12,000,000
$538,830,000
We expect that delivery of the notes will be made to investors in book-entry form only through The
Depository Trust Company on or about April 9, 2009.
Joint book-running managers
J.P.Morgan
Credit Suisse
Citi

Co-managers
Deutsche Bank Securities
UBS Investment Bank

The date of this prospectus supplement is April 3, 2009
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Final Prospectus Supplement
Table of Contents
In making your investment decision, you should rely only on the information contained in or
incorporated by reference in this prospectus supplement, the accompanying prospectus and in
any free writing prospectus. We have not, and the underwriters have not, authorized anyone to
provide you with different information. If anyone provides you with different or inconsistent
information, you should not rely on it.
We and the underwriters are offering to sell the notes only in places where offers and sales are
permitted.
You should assume that the information contained or incorporated by reference in this
prospectus supplement, the accompanying prospectus or any free writing prospectus is
accurate as of the date on the front cover only.
Table of contents

Prospectus supplement
About this prospectus supplement

S-ii
Cautionary note regarding forward-looking statements

S-iii
Summary

S-1
Supplemental risk factors

S-7
Use of proceeds
S-11
Capitalization
S-11
Description of other indebtedness
S-12
Description of the notes
S-14
Material United States federal income tax considerations
S-32
Benefit plan investor considerations
S-40
Underwriting
S-42
Legal matters
S-45
Experts
S-45
Where you can find more information
S-45
Incorporation by reference
S-45
Prospectus
About this prospectus

1
Our company

1
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Final Prospectus Supplement
Risk factors

2
Use of proceeds

2
Ratio of earnings to fixed charges

2
Description of debt securities

2
Plan of distribution

3
Validity of securities

3
Experts

3
Where you can find more information

3
Incorporation by reference

3

S-i
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Final Prospectus Supplement
Table of Contents
About this prospectus supplement
This document is in two parts. The first part is this prospectus supplement, which describes the specific
terms of this offering and also adds to and updates information contained in the accompanying
prospectus and the documents incorporated by reference into the prospectus. The second part, the
accompanying prospectus, gives more general information, some of which does not apply to this
offering.
If the description of this offering or the notes varies between this prospectus supplement and the
accompanying prospectus, you should rely on the information contained in this prospectus supplement
or subsequently filed documents incorporated by reference herein. You should also read and consider
the additional information under the captions "Where you can find more information" and "Incorporation
by reference" in this prospectus supplement.
You should rely only on the information contained or incorporated by reference in this prospectus
supplement, in the accompanying prospectus and in any free writing prospectus with respect to the
offering filed by us with the Securities and Exchange Commission. We have not, and the underwriters
have not, authorized any other person to provide you with different information. If anyone provides you
with different or inconsistent information, you should not rely on it. You should assume that the
information appearing in this prospectus supplement, the accompanying prospectus, any free writing
prospectus with respect to the offering filed by us with the Securities and Exchange Commission and
the documents incorporated by reference herein and therein is accurate only as of their respective
dates. Our business, financial condition, results of operations and prospects may have changed since
those dates.

S-ii
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Table of Contents
Cautionary note regarding forward-looking statements
This prospectus supplement and the accompanying prospectus, including the documents incorporated
by reference therein and herein, contain forward-looking statements that are subject to risks and
uncertainties that could cause actual results to differ materially from those expressed or implied in the
statements. Statements that are not historical facts are forward-looking statements made pursuant to
the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Words such as
"believe," "anticipate," "expect" and similar expressions are intended to identify forward-looking
statements. Forward-looking statements (including oral representations) are only predictions or
statements of current plans, which we review continuously. Forward-looking statements may differ from
actual future results due to, but not limited to, and our future results may be materially affected by, any
of the following possibilities:
· Reductions in the number of our access lines and High-Speed Internet subscribers;
· The effects of competition from cable, wireless and other wireline carriers (through voice over internet
protocol (VOIP) or otherwise);
· Reduction of switched access revenues as a result of regulation, competition and/or technology
substitutions;
· The effects of greater than anticipated competition requiring new pricing, marketing strategies or new
product offerings and the risk that we will not respond on a timely or profitable basis;
· The effects of changes in both general and local economic conditions on the markets we serve, which
can impact demand for our products and services, customer purchasing decisions, collectability of
revenue and required levels of capital expenditures related to new construction of residences and
businesses;
· Our ability to effectively manage service quality;
· Our ability to successfully introduce new product offerings, including our ability to offer bundled
service packages on terms that are both profitable to us and attractive to our customers;
· Our ability to sell enhanced and data services in order to offset ongoing declines in revenue from local
services, switched access services and subsidies;
· Changes in accounting policies or practices adopted voluntarily or as required by generally accepted
accounting principles or regulators;
· The effects of ongoing changes in the regulation of the communications industry as a result of federal
and state legislation and regulation, including potential changes in state rate of return limitations on
our earnings, access charges and subsidy payments, and regulatory network upgrade and reliability
requirements;

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· Our ability to effectively manage our operations, operating expenses and capital expenditures, to pay
dividends and to reduce or refinance our debt;
· Adverse changes in the credit markets and/or in the ratings given to our debt securities by nationally
accredited ratings organizations, which could limit or restrict the availability of, and/or increase the
cost of financing;

S-iii
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Table of Contents
· The effects of bankruptcies and home foreclosures, which could result in increased bad debts;
· The effects of technological changes and competition on our capital expenditures and product and
service offerings, including the lack of assurance that our ongoing network improvements will be
sufficient to meet or exceed the capabilities and quality of competing networks;
· The effects of increased medical, retiree and pension expenses and related funding requirements;
· Changes in income tax rates, tax laws, regulations or rulings, and/or federal or state tax assessments;
· Further declines in the value of our pension plan assets, which could require us to make contributions
to the pension plan beginning in 2010;
· The effects of state regulatory cash management policies on our ability to transfer cash among our
subsidiaries and to the parent company;
· Our ability to successfully renegotiate union contracts expiring in 2009 and thereafter;
· Our ability to pay a $1.00 per common share dividend annually, which may be affected by our cash
flow from operations, amount of capital expenditures, debt service requirements, cash paid for income
taxes (which will increase in 2009) and our liquidity;
· The effects of significantly increased cash taxes in 2009 and thereafter;
· The effects of any unfavorable outcome with respect to any of our current or future legal,
governmental or regulatory proceedings, audits or disputes;
· The possible impact of adverse changes in political or other external factors over which we have no
control; and
· The effects of hurricanes, ice storms and other severe weather.
Any of the foregoing events, or other events, could cause financial information to vary from
management's forward-looking statements included in this report. You should consider these important
factors, as well as the risks set forth under "Supplemental risk factors" in this prospectus supplement
and "Item 1A. Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2008,
which is incorporated by reference herein, in evaluating any statement made in or incorporated by
reference in this prospectus supplement and the accompanying prospectus. We have no obligation to
update or revise these forward-looking statements.

S-iv
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Table of Contents
Summary
This summary highlights information contained or incorporated by reference in this prospectus
supplement and the accompanying prospectus. As used in this prospectus supplement and the
accompanying prospectus, unless the context otherwise requires, references to "we," "us," "our,"
"Frontier" and the "Company" refer to Frontier Communications Corporation and its subsidiaries.
Our company
We are a full-service communications provider and one of the largest local exchange telephone carriers
in the country based on the number of access lines. We are typically the leading incumbent carrier in
the markets we serve and provide the "last mile" of telecommunications services to residential and
business customers in these markets. We offer telephone, internet and television services, as well as
bundled offerings, ESPN360 streaming video, security solutions and specialized bundles for
residences, small business and home offices.
The services that we provide include access, local and long distance services, data and internet
services, directory services, television services and more recently, wireless services. Through our
access services, we allow other carriers the use of our facilities to originate and terminate their long
distance voice and data traffic. We also allow certain carriers and high-volume commercial customers
access to dedicated high-capacity circuits. Through our local services, we provide basic and enhanced
telephone wireline access services to residential and business customers. Through our long distance
services, we offer local services customers the opportunity to obtain both local and long distance
calling service from us. Our data and internet services offer customers a range of internet access and
data transfer options. Our directory services involve the provision of white and yellow pages directories
for residential and business listings. We provide television services in partnership with a satellite
television provider. During 2006, we began offering wireless data services in certain markets.
Our mission is to be the leader in providing communications services to residential and business
customers in our markets. We are committed to delivering innovative and reliable products and
solutions with an emphasis on convenience, service and customer satisfaction. We offer a variety of
voice, data and internet, and television services that are available as bundled or packaged solutions
and for some products, a la carte. We believe that superior customer service and innovative product
positioning will continue to differentiate us from our competitors in the markets in which we compete.
As of December 31, 2008, we had 2,254,333 access lines and 579,943 High-Speed Internet
subscribers. For the year ended December 31, 2008, we had total revenue of approximately $2.2
billion.
We are a Delaware corporation with executive offices at 3 High Ridge Park, Stamford, Connecticut
06905. Our telephone number is (203) 614-5600.

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S-1
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Document Outline

Local Disk
- #1">Final Prospectus Supplement