UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 1995 or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 1-7784 CENTURY TELEPHONE ENTERPRISES, INC. (Exact name of registrant as specified in its charter) Louisiana 72-0651161 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 100 Century Park Drive, Monroe, Louisiana 71203 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (318) 388-9500 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. [X] Yes [ ] No As of April 30, 1995, there were 58,321,488 shares of common stock outstanding. CENTURY TELEPHONE ENTERPRISES, INC. TABLE OF CONTENTS Page No. -------- Part I. Financial Information: Consolidated Statements of Income--Three Months Ended March 31, 1995 and 1994 . . . . . . . . . . . 3 Consolidated Balance Sheets--March 31, 1995 and December 31, 1994 . . . . . . . . . . . . . . . . . 4 Consolidated Statements of Stockholders' Equity-- Three Months Ended March 31, 1995 and 1994 . . . . 5 Consolidated Statements of Cash Flows-- Three Months Ended March 31, 1995 and 1994 . . . . 6 Notes to Consolidated Financial Statements . . . . .7-8 Management's Discussion and Analysis of Financial Condition and Results of Operations . . . . . . . .9-14 Part II. Other Information . . . . . . . . . . . . . . . 14 Signature . . . . . . . . . . . . . . . . . . . . . . . 15 Index to Exhibits . . . . . . . . . . . . . . . . . . . 16 2 PART I. FINANCIAL INFORMATION CENTURY TELEPHONE ENTERPRISES, INC. CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) Three months ended March 31 -------------- 1995 1994 ------ ------ (Dollars, except per share amounts, and shares expressed in thousands) OPERATING REVENUES Telephone $100,276 91,770 Mobile Communications 42,149 29,210 ------- ------- Total operating revenues 142,425 120,980 ------- ------- OPERATING EXPENSES Cost of sales and operating expenses 69,016 63,661 Depreciation and amortization 25,853 21,433 ------- ------- Total operating expenses 94,869 85,094 ------- ------- OPERATING INCOME 47,556 35,886 ------- ------- OTHER INCOME (EXPENSE) Interest expense (11,396) (8,502) Income from unconsolidated cellular entities 4,724 2,564 Gain on sales of assets 5,909 - Minority interest (1,946) (698) Other income and expense 848 889 ------- ------- Total other income (expense) (1,861) (5,747) ------- ------- INCOME BEFORE INCOME TAX EXPENSE 45,695 30,139 Income tax expense 18,695 10,938 ------- ------- NET INCOME $ 27,000 19,201 ======= ======= PRIMARY EARNINGS PER SHARE $ .48 .36 ======= ======= FULLY DILUTED EARNINGS PER SHARE $ .47 .35 ======= ======= DIVIDENDS PER COMMON SHARE $ .0825 .0800 ======= ======= AVERAGE PRIMARY SHARES OUTSTANDING 56,184 52,817 ======= ======= AVERAGE FULLY DILUTED SHARES OUTSTANDING 58,660 57,478 ======= ======= See accompanying notes to consolidated financial statements. 3 CENTURY TELEPHONE ENTERPRISES, INC. CONSOLIDATED BALANCE SHEETS (UNAUDITED) March 31, December 31, 1995 1994 ---------- ---------- (Dollars in thousands) ASSETS CURRENT ASSETS Cash and cash equivalents $ 10,599 7,154 Accounts receivable Customers, less allowance for doubtful accounts of $2,216 and $2,360 39,167 40,824 Other 19,450 23,180 Materials and supplies, at average cost 6,363 7,090 Other 2,911 2,980 --------- --------- 78,490 81,228 --------- --------- NET PROPERTY, PLANT AND EQUIPMENT 984,897 947,131 --------- --------- INVESTMENTS AND OTHER ASSETS Excess cost of net assets acquired, less accumulated amortization of $43,008 and $40,756 447,293 441,436 Other 181,471 173,458 --------- --------- 628,764 614,894 --------- --------- $1,692,151 1,643,253 ========= ========= LIABILITIES AND EQUITY CURRENT LIABILITIES Current maturities of long-term debt $ 14,059 12,718 Notes payable to banks 140,000 158,000 Accounts payable 59,393 52,331 Accrued expenses and other liabilities Salaries and benefits 16,091 17,884 Taxes 30,123 16,530 Interest 8,524 8,243 Other 4,001 9,237 Advance billings and customer deposits 12,014 11,725 --------- --------- 284,205 286,668 --------- --------- LONG-TERM DEBT 427,022 518,603 --------- --------- DEFERRED CREDITS AND OTHER LIABILITIES 191,876 187,746 --------- --------- STOCKHOLDERS' EQUITY Common stock, $1.00 par value, authorized 100,000,000 shares, issued and outstanding 58,317,834 and 53,574,361 shares 58,318 53,574 Paid-in capital 430,414 319,235 Retained earnings 314,198 291,999 Unearned ESOP shares (16,150) (16,840) Preferred stock - non-redeemable 2,268 2,268 --------- --------- 789,048 650,236 --------- --------- $1,692,151 1,643,253 ========= ========= See accompanying notes to consolidated financial statements. 4 CENTURY TELEPHONE ENTERPRISES, INC. CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED) Three months ended March 31 -------------- 1995 1994 ------ ------ (Dollars in thousands) COMMON STOCK Balance at beginning of period $ 53,574 51,295 Issuance of common stock for acquisitions - 2,000 Issuance of common stock through conversion of debentures 4,540 - Issuance of common stock through dividend reinvestment, incentive and benefit plans 204 58 ------- ------- Balance at end of period 58,318 53,353 ------- ------- PAID-IN CAPITAL Balance at beginning of period 319,235 262,294 Issuance of common stock for acquisitions - 50,311 Issuance of common stock through conversion of debentures 108,596 - Issuance of common stock through dividend reinvestment, incentive and benefit plans 2,379 819 Amortization of unearned compensation and other 204 193 ------- ------- Balance at end of period 430,414 313,617 ------- ------- RETAINED EARNINGS Balance at beginning of period 291,999 208,945 Net income 27,000 19,201 Cash dividends declared Common stock-$.0825 and $.0800 per share, respectively (4,770) (4,259) Preferred stock (31) (8) ------- ------- Balance at end of period 314,198 223,879 ------- ------- UNEARNED ESOP SHARES Balance at beginning of period (16,840) (9,220) Commitment to ESOP - (5,000) Release of ESOP shares 690 440 ------- ------- Balance at end of period (16,150) (13,780) ------- ------- PREFERRED STOCK - NON-REDEEMABLE Balance at beginning of period 2,268 454 Issuance of preferred stock for acquisition - 1,875 ------- ------- Balance at end of period 2,268 2,329 ------- ------- TOTAL STOCKHOLDERS' EQUITY $789,048 579,398 ======= ======= See accompanying notes to consolidated financial statements. 5 CENTURY TELEPHONE ENTERPRISES, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) Three months ended March 31 -------------- 1995 1994 ------ ------ (Dollars in thousands) OPERATING ACTIVITIES Net income $ 27,000 19,201 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 27,965 24,135 Deferred income taxes 747 1,529 Income from unconsolidated cellular entities (4,724) (2,564) Gain on sales of assets (5,909) - Changes in current assets and current liabilities: Decrease in accounts receivable 4,244 1,969 Increase (decrease) in accounts payable 6,930 (17,234) Increase in other accrued taxes 13,500 8,944 Changes in other current assets and other current liabilities, net (5,426) (3,269) Increase in other noncurrent liabilities 3,361 635 Other, net 38 (524) ------- ------- NET CASH PROVIDED BY OPERATING ACTIVITIES 67,726 32,822 ------- ------- INVESTING ACTIVITIES Payments for property, plant and equipment (53,499) (49,553) Acquisitions, net of cash acquired (6,009) (53,390) Proceeds from sales of assets 17,922 - Investments in unconsolidated cellular entities (1,678) (974) Distributions from unconsolidated cellular entities 436 925 Purchase of life insurance investment (4,756) (6,853) Other, net (615) 746 ------- ------- NET CASH USED IN INVESTING ACTIVITIES (48,199) (109,099) ------- ------- FINANCING ACTIVITIES Proceeds from issuance of long-term debt 6,498 - Payments of long-term debt (2,266) (44,603) Notes payable, net (18,000) 123,000 Proceeds from issuance of common stock 2,432 877 Cash dividends paid (4,801) (4,267) Other, net 55 (110) ------- ------- NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES (16,082) 74,897 ------- ------- Net increase (decrease) in cash and cash equivalents 3,445 (1,380) Cash and cash equivalents at beginning of period 7,154 9,777 ------- ------- Cash and cash equivalents at end of period $ 10,599 8,397 ======= ======= Supplemental cash flow information: Income taxes paid $ 6,391 878 ======= ======= Interest paid $ 11,115 10,372 ======= ======= See accompanying notes to consolidated financial statements. 6 CENTURY TELEPHONE ENTERPRISES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 1995 (UNAUDITED) (1) Basis of Financial Reporting Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to rules and regulations of the Securities and Exchange Commission; however, the Company believes the disclosures which are made are adequate to make the information presented not misleading. The financial statements and footnotes included in this Form 10-Q should be read in conjunction with the financial statements and notes thereto included in the Company's annual report on Form 10-K for the year ended December 31, 1994. Certain 1994 amounts have been reclassified to be consistent with the 1995 presentation. The unaudited financial information for the three months ended March 31, 1995 and 1994 has not been audited by independent public accountants; however, in the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the results of operations for the three-month periods have been included therein. The results of operations for the first three months of the year are not necessarily indicative of the results of operations which might be expected for the entire year. (2) Net Property, Plant and Equipment Net property, plant and equipment is composed of the following: March 31, December 31, 1995 1994 --------- ------------ (Dollars in thousands) Telephone, at original cost $1,122,612 1,076,496 Accumulated depreciation (318,479) (295,255) --------- --------- 804,133 781,241 --------- --------- Mobile Communications, at cost 166,063 152,305 Accumulated depreciation (41,436) (38,552) --------- --------- 124,627 113,753 --------- --------- Other, at cost 90,585 85,406 Accumulated depreciation (34,448) (33,269) --------- --------- 56,137 52,137 --------- --------- $ 984,897 947,131 ========= ========= (3) Conversion of Debentures In February 1995 all $115.0 million of Century's outstanding 6% convertible debentures due 2007 were converted into Century common stock by the debenture holders at a conversion price of $25.33 per share. 7 (4) Earnings from Unconsolidated Cellular Entities The following summarizes the unaudited combined results of operations of the cellular entities in which the Company's investments (as of the first quarter of 1995 and 1994) are accounted for by the equity method. Three months ended March 31 -------------- 1995 1994 ------ ------ (Dollars in thousands) Results of operations Revenues $149,254 68,269 Operating income $ 47,854 16,190 Net income $ 48,525 14,942 (5) Sales of Assets In the first quarter of 1995 the Company sold, for an aggregate of approximately $17.9 million, its ownership interests in certain non- strategic cellular RSAs located primarily in western states and two MSAs in the midwest, which represented an aggregate of approximately 253,000 pops. These transactions resulted in a pre-tax gain of $5.9 million ($2.0 million after tax). 8 CENTURY TELEPHONE ENTERPRISES, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") included herein should be read in conjunction with MD&A and the other information included in the Company's annual report on Form 10-K for the year ended December 31, 1994. The results of operations for the three months ended March 31, 1995 are not necessarily indicative of the results of operations which might be expected for the entire year. RESULTS OF OPERATIONS Three Months Ended March 31, 1995 Compared to Three Months Ended March 31, 1994 Net income for the first quarter of 1995 was $27.0 million compared to $19.2 million during the first quarter of 1994. The increase was principally due to an $11.7 million increase in operating income, a $5.9 million pre-tax gain on the sale of certain cellular properties and a $2.2 million increase in earnings from unconsolidated cellular partnerships. These factors were partially offset by increases in minority interest, interest expense and income tax expense of $1.2 million, $2.9 million and $7.8 million, respectively. Three months ended March 31 -------------- 1995 1994 ------ ------ (Dollars in thousands, except per share amounts) Operating income Telephone $34,345 30,890 Mobile Communications 13,211 4,996 ------ ------ 47,556 35,886 Interest expense (11,396) (8,502) Income from unconsolidated cellular entities 4,724 2,564 Gain on sales of assets 5,909 - Minority interest (1,946) (698) Other income and expense 848 889 Income taxes (18,695) (10,938) ------ ------ Net income $27,000 19,201 ====== ====== Fully diluted earnings per share $ .47 .35 ====== ====== Fully diluted earnings per share increased to $.47 for the three months ended March 31, 1995 from $.35 during the three months ended March 31, 1994, a 34.3% increase. The average number of fully diluted shares outstanding increased 2.1% as a result of shares issued for acquisitions and through the Company's dividend reinvestment, incentive and benefit plans. 9 Contributions to operating revenues and operating income by the Company's telephone operations and mobile communications operations for the three months ended March 31, 1995 and 1994 were as follows: Three months ended March 31 -------------- 1995 1994 ------ ------ Operating revenues Telephone operations 70.4% 75.9 Mobile Communications operations 29.6% 24.1 Operating income Telephone operations 72.2% 86.1 Mobile Communications operations 27.8% 13.9 Telephone Operations Three months ended March 31 -------------- 1995 1994 ------ ------ (Dollars in thousands) Operating revenues Local service $ 26,840 23,505 Network access and long distance 61,585 57,907 Other 11,851 10,358 ------- ------- 100,276 91,770 ------- ------- Operating expenses Plant operations 21,635 21,213 Customer operations 9,150 8,508 Corporate and other 14,875 14,104 Depreciation and amortization 20,271 17,055 ------- ------- 65,931 60,880 ------- ------- Operating income $ 34,345 30,890 ======= ======= Telephone operating income increased $3.5 million (11.2%) due to an increase in operating revenues of $8.5 million (9.3%) which more than offset an increase in operating expenses of $5.1 million (8.3%). The increase in revenues was primarily due to a $2.2 million increase in the recovery from the Federal Communications Commission mandated Universal Service Fund; a $2.2 million contribution to revenues from the acquisition of two local exchange telephone companies; $1.6 million from increased rates for basic services which was offset by an $807,000 decrease in intrastate high cost assistance revenues; and $760,000 due to an increase in the number of customer access lines. During the first quarter of 1995, operating expenses, exclusive of depreciation and amortization, increased $1.8 million (4.2%) primarily due to $1.2 million of expenses incurred as a result of the acquisition of two local exchange telephone companies. Depreciation and amortization increased $3.2 million (18.9%) which includes $1.6 million of depreciation due to higher recurring rates approved in 1994 or anticipated to be approved in 1995 for certain subsidiaries. The remaining increase in depreciation and amortization was primarily due to higher levels of plant in service. 10 Mobile Communications Operations Three months ended March 31 -------------- 1995 1994 ------ ------ (Dollars in thousands) Operating revenues Cellular service $ 40,821 27,075 Equipment and other 1,328 2,135 ------- ------- 42,149 29,210 ------- ------- Operating expenses Cost of sales and other operating expenses 7,532 6,378 General, administrative and customer service 8,780 7,180 Sales and marketing 7,044 6,278 Depreciation and amortization 5,582 4,378 ------- ------- 28,938 24,214 ------- ------- Operating income $ 13,211 4,996 ======= ======= The mobile communications operating income reflects the operations of cellular entities in which the Company has a majority interest. The minority interest owners' share of the income or loss of such entities ($1.9 million during the first three months of 1995 and $698,000 during the first three months of 1994) is reflected as an expense in "Minority interest". The operating income of the mobile communications segment includes the operations of Celutel, Inc. ("Celutel") subsequent to its acquisition in February 1994. The Company's share of income or loss from the cellular entities in which it has less than a majority interest ($4.7 million and $2.6 million during the three months ended March 31, 1995 and 1994, respectively) is reflected in "Income from unconsolidated cellular entities." Mobile communications operating income increased $8.2 million (164.4%) to $13.2 million in the first quarter of 1995 from $5.0 million in the first quarter of 1994. Mobile communications operating revenues increased $12.9 million (44.3%) which more than offset an increase in operating expenses of $4.7 million (19.5%). The increase in cellular service revenues was substantially due to (i) an increase in the number of cellular units in service and (ii) a $4.1 million increase in revenues generated by Celutel. Celutel was acquired on February 10, 1994; accordingly, the first quarter of 1995 includes three months of revenues applicable to Celutel while the first quarter of 1994 includes only revenues recorded subsequent to the acquisition date. The average number of cellular units in service in majority-owned markets during the first quarter of 1995 and 1994 was 216,500 and 138,500, respectively. The average monthly cellular service revenue per customer declined to $63 during the first quarter of 1995 from $65 during the first quarter of 1994. It has been an industry-wide trend that early subscribers have normally been the heaviest users and that a higher percent of new subscribers tend to be lower usage customers. The average monthly service revenue per customer may further decline (i) as market penetration increases and additional lower usage customers are activated and (ii) as competitive pressures intensify and continue to place downward pressure on rates. The Company is responding to such competitive pressures by, among other things, modifying certain of its price plans and implementing certain other plans and promotions, all of which may result in lower average revenue per customer. The Company will continue to focus on customer 11 service and attempt to stimulate cellular usage by promoting the availability of certain enhanced services and by improving the quality of its service through the construction of additional cell sites and enhancements to its system. The $1.2 million increase in cost of sales and other operating expenses; the $1.6 million increase in general, administrative and customer service expenses; and the $766,000 increase in sales and marketing expenses were primarily due to additional costs related to the Celutel operations acquired during the first quarter of 1994. Depreciation and amortization increased $1.2 million (27.5%) due primarily to approximately $700,000 of depreciation resulting from a higher level of plant in service and to depreciation and amortization associated with the Celutel acquisition. Interest Expense Interest expense increased $2.9 million (34.0%) during the first quarter of 1995 compared to the first quarter of 1994 primarily due to the effect of higher average interest rates. Interest expense during the first quarter of 1995 on the $115.0 million of 6% convertible debentures, which were converted to common stock in February 1995, was $954,000 less that such interest during the first quarter of 1994. Income from Unconsolidated Cellular Entities Earnings from unconsolidated cellular entities, net of the amortization of associated goodwill, increased $2.2 million (84.2%) during the first quarter of 1995 compared to the first quarter of 1994 due to improvement in profitability of the cellular entities in which the Company owns less than a majority interest. Gain on Sales of Assets During the first quarter of 1995, the Company sold its ownership interests in certain non-strategic cellular partnerships which resulted in a pre-tax gain of $5.9 million ($2.0 million after-tax; $.03 per fully diluted share). For additional information, see Note 5 of Notes to Consolidated Financial Statements. Minority Interest The increased profitability during the first three months of 1995 of the Company's majority-owned and operated cellular entities resulted in a corresponding increase of $1.2 million in the expense recorded by the Company to reflect the minority interest owners' share of the profits. Other Income and Expense Other income and expense for the first quarter of 1995 was $848,000 compared to $889,000 during the first quarter of 1994. Interest income increased $642,000 in the first quarter of 1995, substantially all of which was due to interest income on a $25.0 million note receivable issued to Century in May 1994. Such increase was substantially offset by a net decrease in the results of operations of subsidiaries of the Company which are not included in the telephone or mobile communications operations, including, but not limited to, the Company's competitive access subsidiary and the Company's nonregulated long distance operations. Income Tax Expense Income tax expense increased $7.8 million (70.9%) during the first quarter of 1995 compared to the first quarter of 1994 primarily due to the increase in income before taxes. The effective income tax rate increased primarily because of the income tax expense attributable to the gain on sales of assets. 12 LIQUIDITY AND CAPITAL RESOURCES Excluding cash used for acquisitions, the Company relies on cash provided by operations to provide a substantial portion of its cash needs. The Company's telephone operations have historically provided a stable source of cash flow which has helped the Company continue its long-term program of capital improvements. Cash provided by mobile communications operations has increased each year since that segment became cash-flow positive in 1991. Net cash provided by operating activities was $67.7 million during the first three months of 1995 compared to $32.8 million during the first three months of 1994. The Company's accompanying consolidated statements of cash flows identifies major differences between net income and net cash provided by operating activities for each of these periods. For additional information relating to the telephone operations and mobile communications operations of the Company, see Results of Operations. Net cash used in investing activities was $48.2 million and $109.1 million for the three months ended March 31, 1995 and 1994, respectively. Cash used in connection with the Celutel acquisition during the first three months of 1994 was $53.4 million; cash used in connection with the acquisition of a local exchange telephone company was $6.0 million in the first three months of 1995. Payments for property, plant and equipment were $3.9 million more in the first quarter of 1995 than in the comparable period during 1994. Capital expenditures for the three months ended March 31, 1995 were $28.8 million for telephone, $18.7 million for mobile communications and $6.7 million for other operations. The $48.2 million of net cash used in investing activities in 1995 was net of $17.9 million of proceeds from the sale of certain cellular properties. Net cash used in financing activities was $16.1 million during the first three months of 1995; net cash provided by financing activities was $74.9 million during the first three months of 1994. Net payments, including notes payable and long-term debt, were $13.8 million during the first quarter of 1995 compared to net borrowings of $78.4 million during the first quarter of 1994. The net borrowings in 1994 included a $90.0 million bridge loan incurred to fund substantially all of the Company's cash requirements in connection with the acquisition of Celutel in February 1994 (including the refinancing of $41.7 million of Celutel's debt). Budgeted capital expenditures for 1995 total $114.0 million for telephone operations, $59.0 million for mobile communications operations and $12.0 million for other operations. As of March 31, 1995, Century's telephone subsidiaries had available for use $158.2 million of commitments for long-term financing from the Rural Utilities Service ("RUS") and the Company had $89.1 million of undrawn committed bank lines of credit. In addition, approximately $22.0 million of uncommitted credit facilities were available to Century at March 31, 1995. The Company also has access to debt and equity capital markets. Applications for additional long-term financing for Century's telephone subsidiaries have been filed with the RUS and are in various stages of processing. The Company has experienced no significant problems in obtaining funds through the issuance of debt or equity for capital expenditures or other purposes. 13 ACCOUNTING PRONOUNCEMENT In March 1995 the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets To Be Disposed Of" ("SFAS 121"), effective for fiscal years beginning after December 15, 1995. SFAS 121 establishes guidance for recognizing and measuring impairment losses and requires that the carrying amount of an impaired asset be reduced to fair value when events or circumstances indicate that the carrying value may not be recoverable. Recoverability would generally be determined by estimating future cash flows resulting from use and eventual disposition of the asset. The effect on the Company's financial statements of the adoption of SFAS 121 has not been determined. PART II. OTHER INFORMATION CENTURY TELEPHONE ENTERPRISES, INC. Item 6. Exhibits and Reports on Form 8-K A. Exhibits 10.1 Century Telephone Enterprises, Inc. Employee Stock Ownership Plan and Trust 1994 Amendment and Restatement. 10.2 Century Telephone Enterprises, Inc. Stock Bonus Plan, PAYSOP and Trust 1994 Amendment and Restatement. 11 Computations of Earnings Per Share. 27 Financial Data Schedule. B. Reports on Form 8-K There were no reports on Form 8-K filed during the quarter ended March 31, 1995. 14 SIGNATURE --------- Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. CENTURY TELEPHONE ENTERPRISES, INC. Date: May 9, 1995 /s/ Murray H. Greer ------------------- Murray H. Greer Controller (Principal Accounting Officer) 15 CENTURY TELEPHONE ENTERPRISES, INC. INDEX TO EXHIBITS Exhibit Number ------- 10.1 Century Telephone Enterprises, Inc. Employee Stock Ownership Plan and Trust 1994 Amendment and Restatement, included herein. 10.2 Century Telephone Enterprises, Inc. Stock Bonus Plan, PAYSOP and Trust 1994 Amendment and Restatement, included herein. 11 Computations of Earnings Per Share, included herein. 27 Financial Data Schedule, included herein. 16