Power of Attorney

Know all by these presents, that the undersigned (the "Reporting Person") hereby
constitutes and appoints each of Stacey W. Goff, James L. Butler, Kay McMillan
and Kay Buchart, signing individually, as the Reporting Person's true and lawful
attorney-in-fact to:

       (1)      execute for and on behalf of the Reporting Person, in the
Reporting Person's capacity as an officer or director of CenturyTel, Inc. or
any successor thereof (the "Company"), Forms 3, 4, and 5 in accordance with
Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

       (2)     execute for and on behalf of the Reporting Person, in the
Reporting Person's capacity as a security holder of the Company selling
securities of the Company in accordance with Rule 144 under the Securities
Act of 1933,  a Form 144;

       (3)      do and perform any and all acts for and on behalf of the
Reporting Person that may be necessary or desirable to complete and execute
any such Form 3, 4, 5 or 144 and timely file such form with the United States
Securities and Exchange Commission, and any stock exchange or similar
authority; and

       (4) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
and in the best interest of, or legally required by, the Reporting Person, it
being understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such form and
shall contain such items and conditions as such attorney-in-fact may approve in
such attorney-in-fact's discretion.

The Reporting Person hereby ratifies and confirms any and all of the actions
described above that have been taken by any of the named attorneys-in-fact
prior to the date hereof.

The Reporting Person hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the Reporting Person
might or could do if personally present, with full power of substitution or
revocation, hereby ratifying and confirming all that such attorney-in-fact, or
such attorney-in-fact's substitute or substitutes, shall lawfully do or cause
to be done by the virtue of this Power of Attorney and the rights and powers
herein granted. The Reporting Person acknowledges that the foregoing
attorneys-in-fact,in serving in such capacity at the request of the Reporting
Person, are not assuming, nor is the Company assuming, any of the
Reporting Person's responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934 or Rule 144 under the Securities Act of 1933.

This Power of Attorney shall be effective as of the date the Reporting Person
becomes subject to the reporting requirements of Section 16(a) of the
Securities Exchange Act of 1934 with respect to holdings of and transactions
in the securities of the Company, and shall remain in full force and effect
until the Reporting Person is no longer required to file Forms 3, 4, 5 or 144
with respect to the Reporting Person's holdings of and transactions in
securities issued by the Company, unless earlier revoked by the Reporting
Person in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the Reporting Person has caused this Power of Attorney to
be executed this 4th day of June, 2009.


                                                        /s/ Stephanie M. Shern