THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Citizens Communications Company (CZN)

4/17/2006 Proxy Information

No related party transactions or special transactions reported for this company. Director relationships marked "Outside Related" at this firm will most often be former executives of the company. Additional information regarding these relationships will be added during our regular updates.

4/20/2005 Proxy Information

Leonard Tow and Claire Tow are husband and wife.

4/15/2004 Proxy Information

Leonard Tow and Claire Tow are husband and wife.

Dean Jackson, Senior Vice President Business Support, is the son-in-law of Leonard and Claire Tow. In 2003, Dean Jackson earned $186,442, including a bonus of $47,300.

Claire L. Tow retired in October 1999 as Senior Vice President of Century Communications Corporation until October 1999.

Fleischman and Walsh, LLP, of which Mr. Aaron Fleischman (a director) is Senior Partner, performed legal services for us for which it was paid approximately $3,091,329 for services in 2003. We propose to retain Fleischman and Walsh during the current year.

Dean Jackson, Senior Vice President Business Support, is the son-in-law of Leonard and Claire Tow. In 2003, Dean Jackson earned $186,442, including a bonus of $47,300.

In connection with relocation expenses, Mr. John H. Casey, III, Executive Vice President and President and Chief Operating Officer of the ILEC Division, was indebted to us under a Collateral Security Mortgage dated July 11, 2002, in the amount of $32,666 as of December 31, 2003, which amount subsequently has been fully repaid. The largest amount outstanding during 2003 was $459,820. The rate of interest of such indebtedness was the five-year U.S. Treasury note rate on January 1, April 1, July 1, and December 1 of each year, compounded quarterly. This indebtedness was incurred on July 11, 2002.

In connection with relocation expenses, Mr. Daniel J. McCarthy, Senior Vice President, Broadband Operations and President and Chief Operating Officer of Electric Lightwave and Public Services Sector, was indebted to us under a Promissory Note dated January 14, 2002, in the amount of $88,418 as of March 12, 2003, which amount subsequently has been fully repaid. The largest amount outstanding in 2003 was $88,418. The annual rate of interest of such indebtedness was 5%. This indebtedness was incurred on January 25, 2002.

On December 18, 2002, we purchased for $17,608,675 a Canadair Ltd. Challenger aircraft that previously had been leased by us and by Blue Sky Aviation, LLC, under two substantially identical leases, each for 50% of the aircraft. The purchase was approved by the independent directors. The purchase price for the aircraft was established under substantially identical option-to-purchase provisions of the leases. Blue Sky Aviation assigned its option to us. Blue Sky Aviation is a limited liability company, the sole member of which is Dr. Tow. Pursuant to a corporate policy established by the independent directors, from time to time, the aircraft is used by Dr. Tow for business and for personal purposes. This policy requires that Dr. Tow travel, in all circumstances, by private aircraft. The aircraft is also used by other company personnel. In order to offset costs, the aircraft is also chartered to third parties. Prior to the purchase of the aircraft, neither Blue Sky Aviation nor we had any obligations with respect to the lease obligations of the other party. Prior to the purchase of the aircraft, the unaffiliated manager of the aircraft allocated costs of the operation and maintenance between us and Blue Sky Aviation based on an economic sharing arrangement which differed from the corporate policy adopted by our independent directors. As a result, less than our share of expenses were allocated to us and excess costs on the aircraft, in the aggregate amount of $963,490 were allocated to Blue Sky Aviation. In 2003, we paid $963,490 to the third party for the account of Blue Sky Aviation to compensate for the previous over-allocation to Blue Sky Aviation.

4/2/2003 Proxy Information

Fleischman and Walsh, LLP, of which Mr. Aaron Fleischman (a director) is Senior Partner, performed legal services for us for which it was paid approximately $2,785,000 in 2002. We propose to retain Fleischman and Walsh during the current year.

In connection with relocation expenses, Mr. John H. Casey, III, Executive Vice President and President and Chief Operating Officer of the ILEC Division, was indebted to us in the amount of $456,930 as of December 31, 2002. This was the largest amount outstanding during 2002. The current balance outstanding is $31,551. The rate of interest of such indebtedness is the five-year U.S. Treasury note rate on January 1, April 1, July 1 and December 1 of each year, compounded quarterly. This indebtedness was incurred on July 11, 2002.

In connection with relocation expenses, Mr. Daniel J. McCarthy, Vice President and President and Chief Operating Officer of Electric Lightwave and Public Services Sector, was indebted to us in the amount of $87,602 as of December 31, 2002, which amount subsequently has been fully repaid. The largest amount outstanding in 2002 was $150,863. The annual rate of interest of such indebtedness is 5%. This indebtedness was incurred on January 25, 2002.

On December 18, 2002, we purchased for $17,608,675 a Canadair Ltd. Challenger aircraft that previously had been leased by us and by Blue Sky Aviation, LLC, under two substantially identical leases, each for 50% of the aircraft. The purchase was approved by the independent directors. The purchase price for the aircraft was established under substantially identical option-to-purchase provisions of the leases. Blue Sky Aviation assigned its option to us. Blue Sky Aviation is a limited liability company, the sole member of which is Dr. Tow. Pursuant to a corporate policy established by the independent directors, from time to time, the aircraft is used by Dr. Tow for business and for personal purposes. This policy requires that Dr. Tow travel, in all circumstances, by private aircraft. The aircraft is also used by other company personnel. In order to offset costs, the aircraft is also chartered to third parties. Prior to the purchase of the aircraft, neither we nor Blue Sky Aviation had any obligations with respect to the lease obligations of the other party. Prior to the purchase of the aircraft, the unaffiliated manager of the aircraft allocated costs of the operation and maintenance between us and Blue Sky Aviation based on an economic sharing arrangement which differed from the corporate policy adopted by our independent directors. As a result, less than our share of expenses were allocated to us and excess costs on the aircraft, in the aggregate amount of $963,490 were allocated to Blue Sky Aviation. In 2003, we have paid $863,736 to the third party for the account of Blue Sky Aviation, and $99,754 will be paid during April 2003.

Leonard Tow and Claire Tow are husband and wife. In 1988 Dr. and Mrs. Tow established a private charitable foundation, The Tow Foundation, that is dedicated to addressing juvenile justice issues in the State of Connecticut and in Westchester County, New York, among other charitable activities. Since 2000, Citizens has leased space and provided office services to The Tow Foundation at company headquarters in Stamford, Connecticut, based on our costs. Additionally, during 2002, 2001, and 2000, Citizens provided to The Tow Foundation payroll services, including advancing funds for the payroll. Dr. and Mrs. Tow and Scott N. Schneider, directors of the company, are trustees of The Tow Foundation, but receive no remuneration from it. The Tow's adult daughter is a trustee and the Executive Vice President of the Foundation. Citizens billed The Tow Foundation for all lease and service charges in aggregate amounts of $270,730 during 2002, $337,773 during 2001, and $235,684 during 2000. The maximum outstanding amount due at any time from The Tow Foundation to Citizens was $137,020 during 2002, $146,636 during 2001, and $235,684 during 2000. Amounts billed by us were paid promptly upon presentation of invoices. Citizens has ceased providing payroll services to The Tow Foundation, and is paid monthly, in advance, under lease arrangements that cover office services as well as space rental, based on Citizens' costs. During 2002, 2001, and 2000, Citizens also provided payroll services, including advancing funds for the payroll, to Blue Sky Aviation in aggregate amounts of $116,597 during 2002, $187,623 during 2001, and $95,438 during 2000. Blue Sky Aviation employees provide personal services to Dr. and Mrs. Tow. The maximum outstanding amount due from Blue Sky Aviation to Citizens was $362,543 during 2002, $187,623 during 2001, and $95,438 during 2000. Citizens has ceased providing payroll services to Blue Sky Aviation. During 2002, 2001, and 2000 we paid expenses of Dr. Tow in the aggregate amount of $32,674 that we subsequently determined to be personal. All amounts due from The Tow Foundation, Blue Sky Aviation and Dr. Tow have been paid to us.