(8)	Long-Term Debt:

The activity in our long-term debt from December 31, 2011 to September 30, 2012 is summarized as follows:

				Nine months ended
				September 30, 2012								Interest
												Rate* at
	December 31,						New		September 30,			September 30,
($ in thousands)	2011			Payments			Borrowings		2012			2012

Senior Unsecured Debt	$	8,325,774		$	(570,691	)	$	1,100,000	$	8,855,083			7.88	%

Industrial Development
Revenue Bonds		13,550			-			-		13,550			6.33	%

Rural Utilities Service
Loan Contracts		10,197			(781	)		-		9,416			6.15	%

TOTAL LONG-TERM DEBT	$	8,349,521		$	(571,472	)	$	1,100,000	$	8,878,049			7.87	%

Less: Debt Discount		(49,664	)							(23,905	)
Less: Current Portion		(94,016	)							(596,545	)

	$	8,205,841							$	8,257,599

* Interest rate includes amortization of debt issuance costs and debt premiums or discounts. The interest rates at September 30, 2012 represent a weighted average of multiple issuances.

Additional information regarding our Senior Unsecured Debt is as follows:

($ in thousands)	September 30, 2012			December 31, 2011
		Principal	Interest		Principal	Interest
		Outstanding	Rate		Outstanding	Rate

Senior Notes and Debentures Due:
1/15/2013	$	502,658	6.250%	$	580,724	6.250%
5/1/2014		200,000	8.250%		600,000	8.250%
3/15/2015		300,000	6.625%		300,000	6.625%
4/15/2015 *		450,500	7.875%		500,000	7.875%
10/14/2016 **		531,875	3.095% (Variable)		575,000	3.175% (Variable)
4/15/2017 *		1,100,000	8.250%		1,100,000	8.250%
10/1/2018		600,000	8.125%		600,000	8.125%
3/15/2019		434,000	7.125%		434,000	7.125%
4/15/2020		1,100,000	8.500%		1,100,000	8.500%
7/1/2021		500,000	9.250%		-	-
4/15/2022		500,000	8.750%		500,000	8.750%
1/15/2023 *		600,000	7.125%		-	-
11/1/2025		138,000	7.000%		138,000	7.000%
8/15/2026		1,739	6.800%		1,739	6.800%
1/15/2027		345,858	7.875%		345,858	7.875%
8/15/2031		945,325	9.000%		945,325	9.000%
10/1/2034		628	7.680%		628	7.680%
7/1/2035		125,000	7.450%		125,000	7.450%
10/1/2046		193,500	7.050%		193,500	7.050%
		8,569,083			8,039,774

Subsidiary Senior Notes and Debentures Due:
12/1/2012		36,000	8.050%		36,000	8.050%
2/15/2028		200,000	6.730%		200,000	6.730%
10/15/2029		50,000	8.400%		50,000	8.400%

Total	$	8,855,083	7.88%	$	8,325,774	7.93%

* See Note 18 – Subsequent Events.

** Represents borrowings under the Credit Agreement with CoBank.

On August 15, 2012, the Company completed a registered offering of $600 million aggregate principal amount of 7.125% senior notes due 2023, issued at a price of 100% of their principal amount. We received net proceeds of approximately $588.1 million from the offering after deducting underwriting discounts and offering expenses. The Company will use the net proceeds from the sale of the notes to repurchase or retire its existing indebtedness or for general corporate purposes.

On May 17, 2012, the Company completed a registered offering of $500 million aggregate principal amount of 9.250% senior unsecured notes due 2021, issued at a price of 100% of their principal amount. We received net proceeds of approximately $489.6 million from the offering after deducting underwriting discounts and offering expenses. The Company also commenced a tender offer to purchase the maximum aggregate principal amount of its 8.250% Senior Notes due 2014 (the "2014 Notes") and its 7.875% Senior Notes due 2015 (the "April 2015 Notes" and, together with the 2014 Notes, the "Notes") that it could purchase for up to $500 million in cash. The 2014 Notes had an effective interest cost of 10.855%, reflecting the fact that such notes were issued at a discount in April 2009.

On June 1, 2012, the Company accepted for purchase $400 million aggregate principal amount of 2014 Notes tendered for total consideration of $446.0 million. On June 18, 2012, Frontier accepted for purchase $49.5 million aggregate principal amount of April 2015 Notes tendered for total consideration of $54.0 million. Frontier used proceeds from the sale of its previously announced offering of $500.0 million of 9.250% Senior Notes due 2021, plus cash on hand, to purchase the Notes. As a result of the successful tender offer, the amount of 2014 Notes and April 2015 Notes outstanding as of September 30, 2012 were $200.0 million and $450.5 million, respectively.

In connection with our tender offer and repurchase of the Notes, the Company recognized a loss of $69.2 million on the early extinguishment of debt during the second quarter of 2012. We also recognized losses of $0.5 million and $2.1 million during the third quarter and first nine months of 2012, respectively, for $78.1 million in total open market repurchases of our 6.25% Senior Notes due 2013.

The Company has a credit agreement (the Credit Agreement) with CoBank, ACB, as administrative agent, lead arranger and a lender, and the other lenders party thereto for a $575.0 million senior unsecured term loan facility with a final maturity of October 14, 2016. The entire facility was drawn upon execution of the Credit Agreement in October 2011. Repayment of the outstanding principal balance is made in quarterly installments in the amount of $14,375,000, which commenced on March 31, 2012, with the remaining outstanding principal balance to be repaid on the final maturity date. Borrowings under the Credit Agreement bear interest based on the margins over the Base Rate (as defined in the Credit Agreement) or LIBOR, at the election of the Company. Interest rate margins under the facility (ranging from 0.875% to 2.875% for Base Rate borrowings and 1.875% to 3.875% for LIBOR borrowings) are subject to adjustments based on the Total Leverage Ratio of the Company, as such term is defined in the Credit Agreement. The current pricing on this facility is LIBOR plus 2.875%. The maximum permitted leverage ratio is 4.5 times.

We have a $750.0 million revolving credit facility. As of September 30, 2012, we had not made any borrowings utilizing this facility. The terms of the credit facility are set forth in the credit agreement (the Revolving Credit Agreement), dated as of March 23, 2010, among the Company, the Lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent. Associated facility fees under the credit facility will vary from time to time depending on the Company's credit rating (as defined in the Revolving Credit Agreement) and were 0.625% per annum as of September 30, 2012. The credit facility is scheduled to terminate on January 1, 2014. During the term of the credit facility, the Company may borrow, repay and reborrow funds, and may obtain letters of credit, subject to customary borrowing conditions. Loans under the credit facility will bear interest based on the alternate base rate or the adjusted LIBOR rate (each as determined in the Revolving Credit Agreement), at the Company's election, plus a margin specified in the Revolving Credit Agreement based on the Company's credit rating. Letters of credit issued under the credit facility will also be subject to fees that vary depending on the Company's credit rating. The credit facility is available for general corporate purposes but may not be used to fund dividend payments.

We also have a $40.0 million unsecured letter of credit facility, as amended. The terms of the letter of credit facility are set forth in a Credit Agreement, dated as of September 8, 2010, among the Company, the Lenders party thereto, and Deutsche Bank AG, New York Branch (the Bank), as Administrative Agent and Issuing Bank (the Letter of Credit Agreement). An initial letter of credit for $190.0 million was issued to the West Virginia Public Service Commission to guarantee certain of our capital investment commitments in West Virginia in connection with the Transaction. The initial commitments under the Letter of Credit Agreement expired on September 20, 2011, with the Bank exercising its option to extend $100.0 million of the commitments to September 20, 2012. On September 11, 2012, the Company entered into an amendment to the Letter of Credit Agreement to extend $40 million of the commitments to September 20, 2013. Two letters of credit, one for $20 million expiring March 2013 and the other for $20 million expiring September 2013, were issued on September 13, 2012. The Company is required to pay an annual facility fee on the available commitment, regardless of usage. The covenants binding on the Company under the terms of the amended Letter of Credit Agreement are substantially similar to those in the Company's other credit facilities, including limitations on liens, substantial asset sales and mergers, subject to customary exceptions and thresholds.

As of September 30, 2012, we were in compliance with all of our debt and credit facility financial covenants.

Our principal payments for the next five years are as follows as of September 30, 2012:

		Principal
($ in thousands)		Payments

2012 (remaining three months)	$	50,470
2013	$	560,550
2014	$	257,916
2015	$	808,442
2016	$	345,466
2017	$	1,100,501