10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2017

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _________ to ___________

Commission file number 001-11001

FRONTIER COMMUNICATIONS CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	06-0619596
(State or other jurisdiction of	(I.R.S. Employer Identification No.)
incorporation or organization)
401 Merritt 7
Norwalk, Connecticut	06851
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code: (203) 614-5600

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Name of each exchange on which registered
Common Stock, par value $0.25 per share	The NASDAQ Stock Market LLC
Series A Participating Preferred Stock Purchase Rights 11.125% Mandatory Convertible Preferred Stock, Series A	The NASDAQ Stock Market LLC The NASDAQ Global Select Market

Securities registered pursuant to Section 12(g) of the Act:  NONE

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes  _X_     No ___

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act.  Yes  No  X

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.         Yes  X     No __

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).           Yes  X     No __

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definition of “accelerated filer,” “large accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

Large Accelerated Filer  ☒Accelerated Filer  ☐Non-Accelerated Filer  ☐

Smaller Reporting Company ☐          Emerging Growth Company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of theExchange Act.☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes No X 

The aggregate market value of common stock held by non-affiliates of the registrant on June 30, 2017  was $1,358,686,000based on the closing price of $17.40 per share (on a post-split basis) on such date. The number of shares outstanding of the registrant's common stock as of February 10, 2018 was78,408,000.

DOCUMENT INCORPORATED BY REFERENCE

Portions of the Proxy Statement for Frontier’s 2018 Annual Meeting of Stockholders are incorporated by reference into Part III of this Form 10-K.

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

TABLE OF CONTENTS

PART I	Page No.
Item 1.Business	2
Item 1A.  Risk Factors	12
Item 1B.   Unresolved Staff Comments	23
Item 2.     Properties	23
Item 3.     Legal Proceedings	23
Item 4.     Mine Safety Disclosures	23
PART II
Item 5.     Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer
Purchases of Equity Securities	24
Item 6.     Selected Financial Data	27
Item 7.     Management’s Discussion and Analysis of Financial Condition and Results of
Operations	28
Item 7A.  Quantitative and Qualitative Disclosures About Market Risk	52
Item 8.     Financial Statements and Supplementary Data	52
Item 9.    Changes in and Disagreements with Accountants on Accounting and Financial
Disclosure	53
Item 9A.  Controls and Procedures	53
Item 9B.  Other Information	53
PART III
Item 10.   Directors, Executive Officers and Corporate Governance	54
Item 11.   Executive Compensation	55
Item 12.   Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters	55
Item 13.   Certain Relationships and Related Transactions, and Director Independence	55
Item 14.   Principal Accountant Fees and Services	55
PART IV
Item 15.   Exhibits and Financial Statement Schedules	56
Signatures	61
Index to Consolidated Financial Statements	F-1

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

PART I

Item 1.   Business

Frontier Communications Corporation (Frontier) is a provider of communications services in the United States, with approximately 4.9 million customers, 3.9 million broadband subscribers and 22,700 employees, operating in 29 states. In recent years, Frontier has completed multiple acquisitions. On April 1, 2016, we acquired the wireline operations of Verizon Communications, Inc. in California, Texas and Florida for a purchase price of $10,540 million in cash and assumed debt.

Frontier’s Service Territories

How We Serve Our Customers

We conduct business with both consumer and commercial customers.

Consumer. We provide broadband, video, voice and other services and products to our consumer customers. We deliver these services generally over a combination of fiber and copper-based networks.

Commercial(small, medium and large enterprise business (SME) as well as wholesale customers).   

Commercial.  We provide a broad range of services to our SME customers, including broadband service, Ethernet service, traditional circuit-based services (TDM services) and voice services. We also offer advanced hardware and network solutions and services.  

o Larger Enterprise:  Fortune 1000, multi-location companies, large government entities, large educational institutions, and non-profits. 

o Medium Business:  Single or multi-location companies and mid-sized government entities, educational institutions and non-profits. 

o Small Business:  Mostly single-location businesses, the smaller of which have purchase patterns similar to consumer customers.  

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

o Wholesale:  Wholesale customers are often referred to as carriers or service providers and include national operators such as AT&T and Verizon; Local Exchange Companies that need to access locations within Frontier’s footprint to offer local services; and wireless carriers and integrated carriers that offer a variety of services across all of these categories.  Wholesale customers buy both voice and data services to supplement their own network infrastructure. 

Services and Products

We offer a broad portfolio of communications services for consumer and commercial customers. These services are offered on either a standalone basis or in a bundled package, depending on each customer’s needs. 

Data and Internet services. We offer a comprehensive range of broadband and networking services. The principal consumer service we provide is broadband internet service. Commercial services include a complete portfolio of Ethernet services, dedicated internet, software defined wide area network (SDWAN), multiprotocol label switching (MPLS), time division multiplexing (TDM) data transport services and optical transport services. These services are all supported by 24/7 technical support and an advanced network operations center. We also offer wireless broadband services (using unlicensed spectrum) in select markets utilizing networks that we own or operate. 

Video services.  We offer video services under FiOS® brand in portions of California, Texas, Florida, Indiana, Oregon and Washington, and the VantageTM brand in portions of Connecticut, North Carolina, South Carolina, Minnesota, Illinois, New York, and Ohio. We also offer satellite TV video service to our customers under an agency relationship with DISH® in all of our markets.

Voice services.We provide voice services, including data-based VoIP, long-distance and voice messaging services, to consumer and commercial customers in all of our markets. These services are billed monthly in advance. Long-distance service to and from points outside our operating properties are provided by interconnection with the facilities of interexchange carriers. Our long-distance services are billed in advance for unlimited use service, and billed in arrears for services on a per minute-of-use basis.

We also offer packages of communications services. These packages permit customers to bundle their products and services, including voice service, video and Internet services, and other product offerings.

Access services.  We offer a range of access services. Our switched access services allow other carriers to use our facilities to originate and terminate their local and long-distance voice traffic. These services are generally offered on a month-to-month basis and the service is billed primarily on a minutes-of-use basis. Switched access charges are based on access rates filed with the Federal Communications Commission (FCC) for interstate services and with the respective state regulatory agency for intrastate services. See “Regulatory Environment” below.

Advanced Hardware and Network Solutions.  We offer our SME customers various hardware and network solutions utilizing cloud functionality and Customer Premise Equipment (CPE). We offer third-party communications equipment tailored to their specific business needs by partnering with Mitel, Cisco, Ingram Micro, Airbus, Avaya, Hewlett Packard, Adtran and other equipment manufacturers. CPE is typically sold in conjunction with voice, data and Internet services, and may also be sold on a standalone basis.

Frontier Operating Strategies

Consumer Business

Improve Customer Experience and Retention. We provide multiple service and product options to our consumer customers. Our strategy is to foster relationships and loyalty throughout the customer lifecycle in order to improve experiences, reduce churn and grow revenue. Our plan to retain customers includes providing easier access to account services and trouble-shooting options through online portals and user interfaces. We incorporate and utilize customer feedback to improve our product offerings with the goal of improving the overall customer experience for our subscribers. We focus and refine our marketing strategy for sales and retention to drive further improvement in the business.

New Customer Acquisition. Wefocuson broadband as the coregrowthcomponent of our service offerings, either bundled with our voice and/or video services, or on a standalone basis. We seek to attract andretain a greater number of customers and increase average revenue per customer (ARPC). We are committed to

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

growing our customer base through providing higher broadband speeds and capacity that will enable us to reach new markets, target new customers, and grow the business while maximizing our full footprint.

Improve Revenue Trends.  As we expand the range of services we offer customers, increase the capabilities of our networks, and increase the penetration of our services, we increase our revenue opportunity and are better positioned to increase the average amount of revenue we can receive from a customer.

Commercial Business

Improve Revenue Trends.  Our strategy is to achieve revenue growth in our Commercial business through the acquisition of new customers, increasing the penetration of services with existing customers, and improved retention of existing customers.

Offer a Competitive Product Portfolio.  We offer both traditional services as well as an expanding range of advanced, packet-based services, such as Ethernet, SDWAN, Unified Communication as a Service (UCaaS) cloud-based connectivity for our large enterprise customers, and more cost-effective integrated voice and data services for our medium and small business customers.

New Customer Acquisition.  We have increased our sales force with an emphasis on adding new customers and increasing penetration of existing customers, particularly in areas where we have a robust fiber network.

Improve Customer Experience and Retention. We plan to grow our revenues in the commercial sector through increased retention and deepening of existing customer relationships. The proper alignment of our sales force, service personnel, and resources will enable us to provide excellent service to our existing enterprise, medium and small business customers, while obtaining the greatest opportunities for revenue growth and expansion.

Company-Wide

Invest in our Network through Capital Expenditures.Our investment focus is the enhancement of our existing network and the expansion of fiber-based infrastructure in our network. We continue to upgrade network hardware,expandtransport capacityof ourmiddle-mile anddata backbone, and enhance our video capabilities.Similarly, we are focused on enhancing our premium Ethernet service offerings across our network for our commercial customers.

Improve Productivity and Operational Efficiency.We continuously engage inproductivityinitiatives with a focus on simplifying our processes, eliminating redundancies and further reducing our cost structure while improving our customer service capabilities. We continue to migrate our network and systems to common operating platforms in order to increase efficiency and we have been migrating traffic to a common architecture to eliminate duplication.

Network Architecture and Technology

Our local exchange carrier networks consist of host central office and remote sites, primarily equipped with digital and Internet Protocol switches. The outside plant consists of transport and distribution delivery networks connecting our host central office with remote central offices and ultimately with our customers. We own fiber optic and copper cable, which have been deployed in our networks and are the primary transport technologies between our host and remote central offices and interconnection points with other incumbent carriers.

We have expanded and enhanced our fiber optic and copper transport systems to support increasing demand for high bandwidth transport services. We routinely enhance our network and upgrade with the latest Internet Protocol Transport and routing equipment, Reconfigurable Optical Add/Drop Multiplexers (ROADM) transport systems,  Very High Bit-Rate Digital Subscriber Line (VDSL) broadband equipment, and VoIP switches. These systems support advanced services such as Ethernet, Dedicated Internet, Multiprotocol Label Switching (MPLS) transport, VoIP, and SDWAN. The network is designed with redundancy and auto-failover capability on our major circuits.

We connect to households and business locations in our service territory using a combination of fiber optic and copper technologies. In some cases we provide direct fiber into a residence or a business premises. In other cases a location is served with a hybrid combination of fiber and copper. Residences in our service territory are served by fiber-to-the-home (FTTH) and by fiber-to-the-node (FTTN), meaning fiber carries the traffic to an intermediate location where the

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

signals are converted to copper wire for the final delivery to the household.  We provide data, video, and voice services to customers over both of these architectures. Additionally, fixed wireless broadband (FWB) will play an important part of our future broadband strategy and could be deployed for some business Ethernet services. FWB is delivered by the use of an antenna on a  Frontier base location and another antenna at the customer location.

Rapid and significant changes in technology are occurring in the communications industry.  Our success will depend, in part, on our ability to anticipate and adapt to technological changes. We believe that our next generation network architecture strategy will enable us to respond to these ongoing technological changes efficiently. In addition, we anticipate reducing costs through the sharing of best practices across operations, centralization or standardization of functions and processes, and deployment of technologies and systems that provide for greater efficiencies and profitability. We will continue to make strategic enhancements to our network, with a focus on higher return investments.

Competitive Positioning

Competition for consumer customers comes from cable operators, wireless carriers and online video providers, among others. 

- Cable operators: In a majority of our markets, cable operators offer high speed Internet, video and voice services similar to ours, and compete with us aggressively on speed and price by marketing their offerings with significant promotional period pricing. 

- Wireless carriers: Wireless operators primarily compete with us for broadband, video, and voice services in our markets by offering increasingly larger data packages to mobile customers.  The percentage of homes with a landline telephone has been declining, a trend we expect will continue. 

- Online video providers: Many consumers are opting for internet-delivered video services (Over the Top, or OTT) through online service providers rather than traditional, multi-channel video. In response, we have made investments in our network to deliver OTT video content to consumers who might not opt for traditional video services. The percentage of homes with a video product has been declining, a trend we expect will continue.

Many consumer customers prefer to bundle their voice, data, Internet and video services with a single provider. In areas where we do not directly offer a network-based video service, we offer satellite TV video service through DISH. This can positively impact acquisition of new customers and retention of existing customers, representing a critical factor for the attachment of video, broadband and voice products. As of December 31, 2017, 50% of our consumer customers subscribed to at least two service offerings, and 17% subscribed to at least three service offerings.

Competition for commercial customers comes from telecommunications providers, cable operators, Competitive Local Exchange Companies and other enterprises, some of which are substantially larger than us. As compared to our consumer customers, these customers often require more sophisticated and more data-centered solutions (e.g., IP PBX, E911 networks, Ethernet and SIP trunking).

In order to remain competitive, we continue to evolve our product offerings to stay current with the changing needs of the market, to provide strong customer service and support, to invest in our network so we maintain adequate capacity and can deliver new capabilities as needed, and to package our offerings to make them attractive to customers.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Regulatory Environment

Some of our operations are subject to regulation by the FCC and various state regulatory agencies, often called public service or utility commissions. We expect federal and state lawmakers, the FCC and the state regulatory agencies to continue to revise the statutes and regulations governing communications services.

Regulation of our business

We are subject to federal, state and local regulation and we have various regulatory authorizations for our regulated service offerings. At the federal level, the FCC generally exercises jurisdiction over information services, interstate or international telecommunications services and over facilities to the extent they are used to provide, originate or terminate interstate or international services. State regulatory commissions generally exercise jurisdiction over intrastate telecommunications services and the facilities used to provide, originate or terminate those services. Most of our local exchange companies operate as incumbent carriers in the states in which they operate and are certified in those states to provide local telecommunications services. Certain federal and state agencies, including attorneys general, monitor and exercise oversight related to consumer protection issues. In addition, local governments often regulate the public rights-of-way necessary to install and operate networksand may require service providers to obtain licenses or franchises regulating their use of public rights-of-way. Municipalities and other local government agencies also may regulate other limited aspects of our business, by requiring us to obtain cable franchises and construction permits and to abide by applicable building codes.

Some states’ regulatory agencies have substantial oversight over incumbent telephone companies, and their interconnection with competitive providers and provision of non-discriminatory network access to certain network elements to them. Under the Federal Telecommunications Act of 1996, state regulatory commissions have jurisdiction to arbitrate and review interconnection disputes and agreements between incumbent telephone companies and competitive local exchange carriers, in accordance with rules set by the FCC. The FCC and some state regulatory commissions also impose fees on providers of telecommunications services to support state universal service programs. Many of the states in which we operate require prior approvals or notifications for certain acquisitions and transfers of assets, customers, or ownership of regulated entities.

Additionally, in some states we are subject to operating restrictions and minimum service quality standards.Failure to meet such restrictions may result in penalties. We also are required to report certain financial information. At the federal level and in a number of the states in which we operate, we are subject to price cap or incentive regulation plans under which prices for regulated services are capped. Some of these plans have limited terms and, as they expire, we may need to renegotiate with various states. These negotiations could impact rates, service quality and/or infrastructure requirements, which could also impact our earnings and capital expenditures. In other states in which we operate, we are subject to rate of return regulation that limits levels of earnings and returns on investments. Approximately 19% of our total access lines at December 31, 2017 are in state jurisdictions under the rate of return regulatory model. We continue to advocate for no or reduced regulation with various regulatory agencies in those states. In some of the states we operate in we have already been successful in reducing or eliminating price regulation on end-user services.

Federal Regulatory Environment

Frontier, along with all telecommunications providers, is subject to FCC rules governing privacy of specified customer information. Among other things, these rules obligate carriers to implement procedures to: protect specified customer information from inappropriate disclosure; obtain customer permission to use specified information in marketing; authenticate customers before disclosing account information; and annually certify compliance with the FCC’s rules. Although most of these regulations are generally consistent with our business plans, they may restrict our flexibility in operating our business.

Some regulations are, or could in the future be, the subject of judicial proceedings, legislative hearings and administrative proposals or challenges that could change the manner in which the entire industry operates. Neither the outcome of any of these developments, nor their potential impact on us, can be predicted at this time. Regulation can change rapidly in the communications industry, and such changes may have an adverse effect on us.

The current status of material regulatory initiatives is as follows:

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Federal High-Cost Subsidies: The FCC has adopted rules changing the eligibility requirements for federal subsidies offered to wireline carriers providing service to high-cost, low-density markets, as well as the amounts of such subsidies, as follows:

Connect America Fund (CAF): On November 18, 2011, the FCC adopted the Universal Service Fund (USF)/Intercarrier Compensation (ICC) Report and Order (the 2011 Order), which changed how federal subsidies are calculated and disbursed, and began the transition of the high-cost component of the Federal USF, which supported voice services in high-cost areas, to the CAF, which supports broadband deployment in high-cost areas. Frontier received $133 million from 2012 through 2014 across two rounds of CAF Phase I funding to make broadband available to approximately 194,600 previously unserved or underserved locations. We completed deployment of broadband service to the first round of CAF Phase I households in 2015 and to the second round of CAF Phase I locations in March 2017 as required by the FCC rules.

On April 29, 2015, the FCC released offers of support to price cap carriers under the CAF Phase II program. The intent of these offers is to provide long-term support for carriers for establishing and providing broadband service with at least 10 Mbps downstream/1 Mbps upstream speeds in high cost areas unserved by a competitor. Frontier accepted the CAF Phase II offer in 29 states, including our CTF properties, which provides for $332 million in annual support through 2020, and a commitment to make broadband available to approximately 774,000 households. CAF Phase II support is a successor to the approximately $156 million in annual USF frozen high cost support that Frontier had been receiving prior to the CTF acquisition, and the $42 million in annual transitional USF frozen high cost support that Verizon had been receiving in California and Texas. In addition to the annual support levels, these amounts also include frozen support phasedown amounts in states where the annual CAF II funding is less than the prior annual frozen high cost support funding. The frozen support phasedown support was $17 million in 2017 and is expected to be $9 million in 2018.

In 2017, the FCC adopted a competitive bidding process to distribute approximately $200 million per year in CAF Phase II funding in those high-cost areas where price cap carriers declined the FCC’s offer of support, possibly presenting a new support and deployment opportunity. The FCC released the eligible areas in December 2017 but the competitive bidding process has not yet been fully finalized. Therefore, Frontier is unable to determine whether it will participate in any competitive bid process at this time.

Intercarrier Compensation: In the 2011 Order, the FCC also reformed Intercarrier Compensation, which is the payment framework that governs how carriers compensate each other for the exchange of interstate switched traffic, and began a multi-year transition to the new rates. The 2011 Order provided for the gradual elimination of effectively all terminating traffic charges by July 2017. Frontier’sswitched access revenue declined sequentially in the third quarter of 2017, reflecting the rate reductions mandated by the 2011 Order, and we anticipate that we have experienced nearly all of the rate decline related to the 2011 Order. Frontier has been able to recover a significant portion of those lost revenues through end user rates and other replacement support mechanisms, a trend we expect will continue. There are no longer any active Intercarrier Compensation-related challenges to the 2011 Order. However, the 2011 Order did not resolve all questions on originating access rates. The FCC continues to consider the possibility of a transition of originating access rates, although the impact on Frontier, if any, is unknown at this time. Our total revenue for Intercarrier Compensation was $7 million for the year ended December 31, 2017.

Special Access: In April 2016, the FCC released a Notice of Proposed Rulemaking on special access or “business data” services. It sought comment on proposed changes to the way the FCC regulates traditional special access services based on market competition, and on a proposal to adopt pricing rules for Ethernet services in markets that are found to be “noncompetitive.” In August 2017, the FCC’s decision in this proceeding, which deregulates the market for end user special access services where the market is determined to be competitive and deregulates the transport market nationwide, became effective. This decision is generally favorable in that it gives Frontier more flexibility to operate its business in a deregulated fashion like its competitors in the market. Frontier is in the process of implementing various aspects of this decision and otherwise adjusting its rates on select business data service elements in response to market conditions.  Some aspects of the decision are under appeal by stakeholders, including Frontier. Whether the appeals will be successful on any grounds is unknown.

Intrastate Services: Some state regulatory commissions regulate some of the rates ILECs charge for intrastate services, including originating switched access rates for intrastate access services paid by providers of intrastate long-distance services. Some states also have their own open proceedings to address reform to originating intrastate access charges and other intercarrier compensation and state universal service funds. Although the FCC has pre-empted state jurisdiction on most access charges, some states could consider moving forward with their proceedings.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

We cannot predict when or how these matters will be decided or the effect on our subsidy or switched access revenues. Our total revenue for Intrastate switched access services was $53 million for the year ended December 31, 2017, spread across all the states we serve.

Current and Potential Internet Regulatory Obligations and Privacy:In December 2017 the FCC voted to overturn the FCC’s 2015 decision in which it had asserted jurisdiction over broadband service, declared broadband a “Title II” telecommunications service, and imposed rules to “preserve a Free and Open Internet” (i.e., net neutrality). Specifically, the FCC voted to eliminate explicit bans on blocking, throttling and paid prioritization in favor of requiring Internet service providers (ISPs) to be fully transparent about their practices. Both the FCC and Federal Trade Commission (FTC) will now have a role in ensuring that the ISPs are managing their network in the manner in which they publicly state they are.

The December 2017 decision also puts ISPs on an equal footing with other online web companies with respect to privacy rules, with the FTC being the lead agency on privacy enforcement.  This decision follows Congress’s March 2017 action under the Congressional Review Act to vacate the 2015 rules that created a separate and more onerous privacy regime for ISPs than other online web companies.  Frontier’s Internet service will now be subject to the same privacy rules as online web companies, including disclosure of its practices to consumers, which is Frontier’s current practice. 

The December 2017 ruling is not yet effective and will likely be appealed in court. Meanwhile, the 2015 ruling is still under appeal, though it now appears moot. Frontier continues to comply with the existing regulatory requirements, and it is unclear whether the pending or future appeals will have any impact on the regulatory structure.

Video programming

Federal, state and local governments extensively regulate the video services industry. Our FiOS and Vantage video services are subject to, among other things: subscriber privacy regulations; requirements that we carry a local broadcast station or obtain consent to carry a local or distant broadcast station; rules for franchise renewals and transfers; the manner in which program packages are marketed to subscribers; and program access requirements.

We provide video programming in some of our markets in California, Connecticut, Florida, Illinois, Indiana, Minnesota, New York, North Carolina, Ohio, Oregon, South Carolina, Texas and Washington pursuant to franchises, permits and similar authorizations issued by state and local franchising authorities. Most franchises are subject to termination proceedings in the event of a material breach. In addition, most franchises require payment of a franchise fee as a requirement to the granting of authority.

Many franchises establish comprehensive facilities and service requirements, as well as specific customer service standards and monetary penalties for non-compliance. In many cases, franchises are terminable if the franchisee fails to comply with material provisions set forth in the franchise agreement governing system operations. We believe that we are in compliance and meeting all material standards and requirements. Franchises are generally granted for fixed terms of at least ten years and must be periodically renewed. Local franchising authorities may resist granting a renewal if either past performance or the prospective operating proposal is considered inadequate.

Environmental regulation

The local exchange carrier subsidiaries we operate are subject to federal, state and local laws and regulations governing the use, storage, disposal of, and exposure to hazardous materials, the release of pollutants into the environment and the remediation of contamination. As an owner and former owner of property, we are subject to environmental laws that could impose liability for the entire cost of cleanup at contaminated sites, including sites formerly owned by us, regardless of fault or the lawfulness of the activity that resulted in contamination. We believe that our operations are in substantial compliance with applicable environmental laws and regulations.

Segment Information

We currently operate in one reportable segment.

Financial Information about Foreign and Domestic Operations and Export Sales

We have no foreign operations.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

General

The dollar amount of our order backlog is not a significant consideration in our business and is not a meaningful metric for us. We have no material contracts or subcontracts that may be subject to renegotiation of profits or termination at the election of the federal government.

Intellectual Property

We believe that we have the trademarks, trade names and intellectual property licenses that are necessary for the operation of our business.

We own or have the rights to use various trademarks, service marks and trade names referred to in this report. Solely for convenience, we refer to trademarks, service marks and trade names in this prospectus without the ™, SM and ® symbols. Such references are not intended to indicate, in any way, that we will not assert, to the fullest extent permitted by law, our rights to our trademarks, service marks and trade names. Other trademarks, trade names or service marks appearing in this report are the property of their respective owners.

Employees

As of December 31, 2017, we had approximately 22,700 employees, as compared to approximately 28,300 employees as of December 31, 2016.  During 2017, reduction in workforce activities resulted in the severance of approximately 1,300 employees. Approximately 16,000 of our total employees are represented by unionsas of December 31, 2017. The number of employees covered by a collective bargaining agreement that expired in 2017,but have been extended and are still effective for 2018, is approximately 1,400. The number of employees covered by collective bargaining agreements that expire in 2018 is approximately 4,300. We consider our relations with our employees to be good.

Available Information

We are subject to the informational requirements of the Securities Exchange Act of 1934 (the Exchange Act). Accordingly, we file periodic reports, proxy statements and other information with the Securities and Exchange Commission (SEC). These reports, proxy statements and other information may be obtained by visiting the Public Reference Room of the SEC at 100 F Street, NE, Washington, D.C. 20549 or by calling the SEC at 1-800-SEC-0330. In addition, the SEC maintains an Internet site (www.sec.gov) that contains reports, proxy and information statements and other information regarding Frontier and other issuers that file electronically.

We make available, free of charge on our website, our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to these reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act, as soon as practicable after we electronically file these documents with, or furnish them to, the SEC. These documents may be accessed through our website at www.frontier.com under “Investor Relations.” The information posted or linked on our website is not part of, or incorporated by reference into, this report. We also make our Annual Report available in printed form upon request at no charge.

We also make available on our website, as noted above, or in printed form upon request, free of charge, our Corporate Governance Guidelines, Code of Business Conduct and Ethics, Specific Code of Business Conduct and Ethics Provisions for Certain Officers, and the charters for the Audit, Compensation, and Nominating and Corporate Governance committees of the Board of Directors. Stockholders may request printed copies of these materials by writing to: 401 Merritt 7, Norwalk, Connecticut 06851 Attention: Corporate Secretary.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Forward-Looking Statements

This Annual Report on Form 10-K contains "forward-looking statements," related to future events. Forward-looking statements address our expected future business and financial performance and financial condition, and contain words such as "expect," "anticipate," "intend," "plan," "believe," "seek," "see," "may," “will,” "would," or "target." Forward-looking statements by their nature address matters that are, to different degrees, uncertain. For us, particular uncertainties that could cause our actual results to be materially different than those expressed in our forward-looking statements include:

· competition from cable, wireless and wireline carriers,  satellite, and OTT companies, and the risk that we will not respond on a timely or profitable basis;

· our ability to successfully adjust to changes in the communications industry, including the effects of technological changes and competition on our capital expenditures, products and service offerings;

· our ability to implement organizational structure changes successfully;

· risks related to the operation of our properties, including our ability to retain or obtain customers in our Legacy markets and those acquired from Verizon;

· our ability to realize anticipated cost savings and our ability to meet commitments made in connection with the Verizon acquisition;

· reductions in revenue from our voice customers that we cannot offset with increases in revenue from broadband and video subscribers and sales of other products and services;

· our ability to maintain relationships with customers, employees or suppliers;

· the effects of governmental legislation and regulation on our business, such as the repeal of net neutrality, including costs, disruptions, possible limitations on operating flexibility and changes to the competitive landscape resulting from such legislation or regulation;

· the impact of regulatory, investigative and legal proceedings and legal compliance risks;

· government infrastructure projects (such as highway construction) that impact our capital expenditures;

· continued reductions in switched access revenues as a result of regulation, competition or technology substitutions;

· the effects of changes in the availability of federal and state universal service funding or other subsidies to us and our competitors;

· our ability to meet our remaining CAF II funding obligations on a timely basis, it could be subject to penalties or obligations to return certain CAF II funds;

· our ability to effectively manage service quality in our territories and meet mandated service quality metrics;

· our ability to successfully introduce new product offerings;

· the effects of changes in accounting policies or practices, including potential future impairment charges with respect to our intangible assets;

· our ability to effectively manage our operations, operating expenses, capital expenditures, debt service requirements and cash paid for income taxes and liquidity;

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· the effects of changes in both general and local economic conditions in the markets that we serve;

· the effects of increased medical expenses and pension and postemployment expenses;

· the effects of changes in income tax rates, tax laws, regulations or rulings, or federal or state tax assessments, including the risk that such changes may benefit our competitors more than us;

· our ability to successfully renegotiate union contracts;

· changes in pension plan assumptions, interest rates, discount rates, regulatory rules and/or the value of our pension plan assets, which could require us to make increased contributions to the pension plan in 2018  and beyond;

· adverse changes in the credit markets;

· adverse changes in the ratings given to our debt securities by nationally accredited ratings organizations;

· the availability and cost of financing in the credit markets;

· covenants in our indentures and credit agreements that may limit our operational and financial flexibility as well as our ability to access the capital markets in the future;

· the effects of state regulatory cash management practices that could limit our ability to transfer cash among our subsidiaries or dividend funds up to the parent company;

· the effects of severe weather events or other natural or man-made disasters, which has, and may in the future, increase our operating and capital expenses or adversely impact customer revenue; and

· the impact of potential information technology or data security breaches or other disruptions.

Any of the foregoing events, or other events, could cause our results 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 Item 1A. “Risk Factors,” in evaluating any statement in this report or otherwise made by us or on our behalf. We have no obligation to update or revise these forward-looking statements and do not undertake to do so.

Investors should also be aware that while we do, at various times, communicate with securities analysts, it is against our policy to disclose to them selectively any material non-public information or other confidential information. Accordingly, investors should not assume that we agree with any statement or report issued by an analyst, irrespective of the content of the statement or report. To the extent that reports issued by securities analysts contain any projections, forecasts or opinions, such reports are not our responsibility.

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Item 1A.Risk Factors

Before you make an investment decision with respect to any of our securities, you should carefully consider all the information we have included in this Annual Report on Form 10-K and our subsequent filings with the SEC. In particular, you should carefully consider the risk factors described below and the risks and uncertainties related to “Forward-Looking Statements,” any of which could materially adversely affect our business, operating results, financial condition and the actual outcome of matters as to which forward-looking statements are made in this annual report. The risks and uncertainties described below are not the only ones facing Frontier. Additional risks and uncertainties that are not presently known to us or that we currently deem immaterial or that are not specific to us, such as general economic conditions, may also adversely affect our business and operations. The following risk factors should be read in conjunction with the balance of this annual report, including the consolidated financial statements and related notes included in this report.

Risks Related to Our Business

We have experienced declining revenues and may experience further declines in our revenues going forward.

We have experienced declining revenues as a result of declining voice services revenues, lower switched and nonswitched access revenues and declining video and data services revenues. Such declines have been driven primarily by customer losses, changing technology and consumer behavior (such as wireless displacement of wireline use, e-mail use, instant messaging and increasing use of VoIP), increased competition, regulatory constraints and financial decisions by governmental authorities. There can be no assurances that we will be able to stabilize or increase our revenues in the future. Future declines in our revenues could materially and adversely impact our ability to execute on our business strategy, comply with our financial covenants, repay our debts as they become due, negotiate with third parties or attract and retain employees.

We may be unable to stabilize or grow our revenues and cash flows despite the initiatives we have implemented.

We must produce adequate revenues and operating cash flows that, when combined with cash on hand and funds available under our revolving credit facility and other financings, will be sufficient to service our debt, fund our capital expenditures, pay our taxes, and fund our pension and other employee benefit obligations. We have experienced revenue declines in 2017 and 2016 as compared to prior years. While we have identified potential areas of opportunity and implemented several revenue and cost initiatives, we cannot assure you that these efforts will be successful or that these initiatives will improve our financial position or our results of operations.

We face intense competition.

The communications industry is extremely competitive. Through mergers and various service expansion strategies, service providers are striving to provide integrated solutions both within and across geographic markets. Our competitors include competitive local exchange carriers, Internet service providers, wireless companies, OTT, VoIP providers and cable companies, some of which may be subject to less regulation than we are. These entities may provide services competitive with the services that we offer or intend to introduce. For example, our competitors may seek to introduce networks in our legacy markets that are competitive with or superior to our copper-based networks in those markets. We also believe that wireless and cable providers have increased their penetration of various services in our markets. We expect that competition will remain robust. Our revenue and cash flow will be adversely impacted if we cannot reverse our customer losses or continue to provide high-quality services.

We cannot predict which of the many possible future technologies, products or services will be important in order to maintain our competitive position or what expenditures will be required to develop and provide these technologies, products or services. Our ability to compete successfully will depend on the effectiveness of capital expenditure investments in our properties, our marketing efforts, our ability to anticipate and respond to various competitive factors affecting the industry, including a changing regulatory environment that may affect our business and that of our competitors differently, new services that may be introduced, changes in consumer preferences, or habits, demographic trends, economic conditions and pricing strategies by competitors. Increasing competition may

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reduce our revenues and increase our marketing and other costs as well as require us to increase our capital expenditures and thereby decrease our cash flows.

Some of our competitors have superior resources, which may place us at a disadvantage.

Some of our competitors have market presence, engineering, technical, marketing and financial capabilities, substantially greater than ours. In addition, some of these competitors are able to raise capital at a lower cost than we are able to. Consequently, some of these competitors may be able to develop and expand their communications and network infrastructures more quickly, adapt more swiftly to new or emerging technologies and changes in customer requirements, take advantage of acquisition and other opportunities more readily and devote greater resources to the marketing and sale of their products and services than we will be able to. Additionally, the greater brand name recognition of some competitors may require us to price our services at lower levels in order to retain or obtain customers. Finally, the cost advantages and greater financial resources of some of these competitors may give them the ability to reduce their prices for an extended period of time if they so choose. Our business and results of operations may be materially adversely impacted if we are not able to effectively compete.

Weak economic conditions may decrease demand for our services or necessitate increased discounts.

We could be adversely impacted by weak economic conditions or their effects. Downturns in the economy and competition in our markets have in the past, and could in the future, cause some of our customers to reduce or eliminate their purchases of our basic and enhanced voice services, broadband and video services and make it difficult for us to obtain new customers or retain existing customers. In addition, if economic conditions are depressed or further deteriorate, our customers may delay or discontinue payment for our services or seek more competitive pricing from other service providers, or we may be required to offer increased discounts in order to retain our customers, which could have a material adverse effect on our business or results of operations.

Disruption in our networks, infrastructure and information technology may cause us to lose customers and/or incur additional expenses.

To attract and retain customers, we must provide reliable service. Some of the risks to our networks, infrastructure and information technology include physical damage, security breaches, capacity limitations, power surges or outages, software defects and other disruptions beyond our control, such as natural disasters and acts of terrorism. From time to time in the ordinary course of business, we experience disruptions in our service due to factors such as cable damage, theft of our equipment, inclement weather and service failures of our third-party service providers. We could experience more significant disruptions in the future. We could also face disruptions due to capacity limitations if changes in our customers’ usage patterns for our broadband services result in a significant increase in capacity utilization, such as through increased usage of video or peer-to-peer file sharing applications. We could also face disruptions in our networks if third-party providers elect not to continue doing business with us or put their services up for auction and we are not able to retain their services as a result. Disruptions may cause interruptions in service or reduced capacity for customers, either of which could cause us to lose customers, or increase our operating expense, all of which could adversely affect our business, revenues and cash flows.

Our business is sensitive to the creditworthiness of our wholesale customers.

We have substantial business relationships with other communications carriers for which we provide service. While bankruptcies or insolvency of these carriers have not had a material adverse effect on our business in recent years, future bankruptcies or insolvencies in the industry could result in the loss of significant customers, as well as cause more price competition and an increased allowance for doubtful accounts receivable. Such bankruptcies and insolvencies may be more likely in the future if economic conditions stagnate. As a result, our revenues and results of operations could be materially and adversely affected.

A significant portion of our workforce is represented by labor unions.

As of December 31, 2017, we had approximately 22,700 employees. Approximately 16,000 of our total employees were represented by unions and were subject to collective bargaining agreements. As of December 31, 2017, we had approximately 1,400 employees covered by a  collective bargaining agreement that expired in 2017, but have been extended and are still effective for 2018. Of the union-represented employees as of December 31, 2017,  approximately 4,300, or 27%, of the unionized workforce are covered by collective agreements that expire in

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2018 and approximately 7,600, or 48%, of the unionized workforce are covered by collective bargaining agreements that expire in 2019.

We cannot predict the outcome of negotiations of the collective bargaining agreements covering our employees. If we are unable to reach new agreements or renew existing agreements, employees subject to collective bargaining agreements may engage in strikes, work slowdowns or other labor actions, which could materially disrupt our ability to provide services. New labor agreements or the renewal of existing agreements may impose significant new costs on us, which could adversely affect our financial condition and results of operations in the future.

If we are unable to hire or retain key personnel, we may be unable to operate our business successfully.

Our success will depend in part upon the continued services of our management. We cannot guarantee that our key personnel will not leave or compete with us. The loss, incapacity or unavailability for any reason of key members of our management team could have a material impact on our business. In addition, our financial results and our ability to compete will suffer if we are unable to attract or retain other qualified personnel in the future.

We may be unable to realize the anticipated benefits of recent acquisitions.

In recent years, we have completed multiple acquisitions. We cannot assure you that we will be able to realize the full benefit of any anticipated growth opportunities or cost synergies from such acquisitions or that these benefits will be realized within the expected time frames.

We have a significant amount of goodwill and other intangible assets on our balance sheet. We recorded goodwill impairments in 2017 and if our goodwill or other intangible assets become further impaired, we may be required to record additional non-cash charges a non-cash charge to earnings and reduce our stockholders’ equity.

Under generally accepted accounting principles, intangible assets are reviewed for impairment on an annual basis or more frequently whenever events or circumstances indicate that their carrying value may not be recoverable. Frontier monitors relevant circumstances, including general economic conditions, enterprise value EBITDA multiples for other providers of communications services, our overall financial performance, and the market prices for our stock, and the potential impact that changes in such circumstances might have on the valuation of Frontier’s goodwill or other intangible assets. As a result of the continued decline in the share price of our common stock in each of the four quarters in 2017, we tested goodwill for impairment. Our second and fourth quarter quantitative assessments indicated that the carrying value of the enterprise exceeded its fair value and, therefore, an impairment existed. We recorded goodwill impairments totaling $2,748 million for 2017.If our goodwill or other intangible assets are determined to be further impaired in the future, we may be required to record a non-cash charge to earnings during the period in which the impairment is determined, which would reduce our stockholders’ equity.

We may complete a future significant strategic transaction that may not achieve intended results or could increase the number of our outstanding shares or amount of outstanding debt.

We continuously evaluate and may in the future enter into additional strategic transactions. Any such transaction could happen at any time, could be material to our business and could take any number of forms, including, for example, an acquisition, merger or a sale of certain of our assets.

Evaluating potential transactions and integrating completed ones may divert the attention of our management from ordinary operating matters. The success of these potential transactions will depend, in part, on our ability to realize the anticipated growth opportunities and cost synergies through the successful integration of the businesses we acquire with our existing business. Even if we are successful in integrating acquired businesses, we cannot assure you that these integrations will result in the realization of the full benefit of any anticipated growth opportunities or cost synergies or that these benefits will be realized within the expected time frames. In addition, acquired businesses may have unanticipated liabilities or contingencies.

If we complete an acquisition, investment or other strategic transaction, we may require additional financing that could result in an increase in the number of our outstanding shares of stock or the aggregate amount and/or cost of our debt, which may result in an adverse impact to our ratings. The number of shares of our stock or the

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aggregate principal amount of our debt that we may issue may be significant. Moreover, the terms of any debt financing may be expensive or adversely impact our results of operations.

We have in the past and may in the future consider disposing of certain assets or asset groups. We may not be able to dispose of such assets on terms that are attractive to us, or at all.  To the extent we consummate such a transaction, we may experience operational challenges in segregating such assets.

In the past, we have disposed of assets for a variety of reasons, and we may, from time to time, consider disposing of other assets or asset groups in the future. We may not be able to dispose of any such assets on terms that are attractive to us, or at all, which could adversely impact our financial condition or results of operation. In addition, to the extent we consummate an agreement for the sale and disposition of an asset or asset group, we may experience operational difficulties segregating them from our retained assets and operations, which could impact the execution or timing for such dispositions and could result in disruptions to our operations and/or claims for damages, among other things.

Negotiations with the providers of content for our video systems may not be successful, potentially resulting in our inability to carry certain programming channels on our FiOS and Vantage video systems, which could result in the loss of subscribers. Alternatively, because of the power of some content providers, we may be forced to pay an increasing amount for some content, resulting in higher expenses and lower profitability.

We must negotiate with the content owners of the programming that we carry on our multichannel video systems (marketed as FiOS video and Vantage video). These content owners are the exclusive provider of the channels they offer. If we are unable to reach a mutually-agreed contract with a content owner, including pricing and carriage provisions, our existing agreements to carry this content may not be renewed, resulting in the blackout of these channels. The loss of content could result in our loss of customers who place a high value on the particular content that is lost. In addition, many content providers own multiple channels. As a result, we typically have to negotiate the pricing for multiple channels rather than one, and carry and pay for content that customers do not value, in order to have access to other content that customers do value. Some of our competitors havematerially larger scale than we do, and may, as a result, be better positioned than we are in such negotiations. As a result of these factors, the expense of content acquisition may continue to increase, and this could result in higher expenses and lower profitability.

Risks Related to Liquidity, Financial Resources and Capitalization

We currently have a significant amount of indebtedness, including secured indebtedness, and are contractually permitted to incur substantial additional indebtedness and grant substantial additional liens in the future. Such debt and debt service obligations may adversely affect us.

We have a significant amount of indebtedness, which amounted to $17.9 billion outstanding at December 31, 2017, of which $3.6 billion was secured. We also have access to a $850 million secured Revolving Credit Facility, which currently is undrawn.

The terms of our indentures and credit facilities allow us to incur substantial additional indebtedness and grant substantial additional liens in the future. In addition, these terms do not prevent us or our restricted subsidiaries from incurring various types of obligations that do not constitute “indebtedness” under these terms.

If we incur any additional indebtedness that ranks equally with our senior notes and debentures, the holders of that new debt will be entitled to share ratably with holders of our senior notes and debentures in any proceeds distributed in connection with any insolvency, liquidation, reorganization, dissolution or other winding up of Frontier. If any such additional indebtedness is secured, it will be effectively senior to our unsecured senior notes and debentures to the extent of the collateral securing such indebtedness. This may have the effect of reducing the probability of payment, or the amount of proceeds paid, to holders of our senior notes and debentures.

In addition, to the extent other new debt is added to our and our subsidiaries’ current debt levels, the substantial leverage risks described below would increase.

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The potential significant negative consequences on our financial condition and results of operations that could result from our substantial debt include:

· limitations on our ability to obtain additional debt or equity financing on favorable terms or at all;

· instances in which we are unable to comply with the covenants contained in our indentures and credit agreements or to generate cash sufficient to make required debt payments, which circumstances have the potential of accelerating the maturity of some or all of our outstanding indebtedness;

· the possibility that we may trigger the springing maturity provisions in our credit agreements;

· the allocation of a substantial portion of our cash flow from operations to service our debt, thus reducing the amount of our cash flows available for other purposes, including capital expenditures and dividends that would otherwise improve our competitive position, results of operations or stock price;

· requiring us to issue debt or equity securities or to sell some of our core assets, possibly on unfavorable terms, to meet payment obligations;

· compromising our flexibility to plan for, or react to, competitive challenges in our business and the telecommunications industry; and

· the possibility of our being put at a competitive disadvantage with competitors who, relative to their size, do not have as much debt as we do, and competitors who may be in a more favorable position to access additional capital resources.

In addition, our senior notes and debentures are rated below “investment grade” by independent rating agencies. This has resulted in higher borrowing costs for us. We cannot assure that these rating agencies will not lower our debt ratings further, if in the rating agencies’ judgment such an action is appropriate. A further lowering of a rating would likely increase our future borrowing costs and reduce our access to capital. Our negotiations with vendors, customers and business partners can be negatively impacted if they deem us a credit risk as a result of our credit rating.

The indentures and agreements governing our debt, including our senior notes and debentures and our credit facilities, contain covenants that impose restrictions on us and certain of our subsidiaries that may affect our ability to operate our business, make payments on our debt, and pay dividends.

The indentures and agreements governing our existing indebtedness contain covenants that, among other things, limit our ability and the ability of certain of our subsidiaries to:

· incur additional indebtedness, guarantee indebtedness or issue preferred stock;

· create liens;

· enter into mergers or consolidations, or transfer or sell all or substantially all of our assets;

· pay dividends on, or make distributions in respect of, or redeem or repurchase, capital stock, make certain investments or make other restricted payments;

· make certain asset sales;

· enter into agreements that might prevent certain of our subsidiaries from making distributions, loans or advances to us or other subsidiaries; and

· engage in transactions with affiliates.

In addition, our credit facilities require us to comply with additional covenants, including financial ratios. Any future indebtedness may also require us to comply with similar or other covenants. These restrictions on our ability to operate our business could seriously harm our business by, among other things, limiting our ability to take advantage of financings, mergers, acquisitions and other corporate opportunities.

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Various risks, uncertainties and events beyond our control could affect our ability to comply with these covenants. Failure to comply with any of the covenants in our existing or future financing indentures and agreements could result in a default under those documents and under other agreements containing cross-default provisions. A default would permit lenders to accelerate the maturity of the debt and to foreclose upon any collateral securing the debt. Under these circumstances, we might not have sufficient funds or other resources to satisfy all of our obligations. In addition, the limitations imposed by indentures and credit agreements on our ability to incur additional debt and to take other actions might significantly impair our ability to obtain other financing.

Frontier is primarily a holding company and, as a result, we rely on the receipt of funds from our subsidiaries in order to meet our cash needs and service our indebtedness, including our senior notes and debentures.

Frontier is primarily a holding company and its principal assets consist of the shares of capital stock or other equity instruments of its subsidiaries. As a holding company, we depend on dividends, distributions and other payments from our subsidiaries to fund our obligations, including those arising under our senior notes and debentures, and meet our cash needs. We cannot assure you that the operating results of our subsidiaries at any given time will be sufficient to make dividends, distributions or other payments to us in order to allow us to make payments on our indebtedness, including our senior notes and debentures. In addition, the payment of these dividends, distributions and other payments, as well as other transfers of assets, between our subsidiaries and from our subsidiaries to us may be subject to legal, regulatory or contractual restrictions. Some state regulators have imposed and others may consider imposing on regulated companies, including us, cash management practices that could limit the ability of such regulated companies to transfer cash between subsidiaries or to the parent company. While none of the existing state regulations materially affects our cash management, any changes to the existing regulations or imposition of new regulations or restrictions may materially adversely affect our ability to transfer cash within our consolidated companies.

Our senior notes and debentures are structurally subordinated to liabilities of our subsidiaries.

Our subsidiaries have not guaranteed our senior notes and debentures. As a result, holders of such securities will not have any claim as a creditor against our subsidiaries. Accordingly, all obligations of our subsidiaries (including any liens granted by our subsidiaries on any of their assets to secure any of our obligations) will have to be satisfied before any of the assets of such subsidiaries would be available for distribution, upon a liquidation or otherwise. In addition, our subsidiaries may be able to incur $1.4 billion of additional debt (including secured debt), subject to the contractual limitations in our debt instruments applicable to such subsidiaries. Holders or our senior notes and debentures would be structurally subordinated to any such future debt as well.

Our senior notes and debentures are unsecured and subordinated to any secured indebtedness.

Our senior notes and debentures are unsecured and therefore are subordinated to our existing and future secured indebtedness, to the extent of the value of the assets securing such indebtedness. At December 31, 2017, our secured indebtedness consisted of obligations under the JPM Credit Agreement, the CoBank Credit Agreements, the Revolving Credit Agreement, Term Loan B and the Continuing Agreement for Standby Letters of Credit between Frontier and Deutsche Bank AG New York Branch and Bank of Tokyo – Mitsubishi UFJ, LTD, each of which is secured by the security package under the JPM Credit Agreement which includes pledges of the equity interests in certain Frontier subsidiaries and guaranties by certain Frontier subsidiaries.  In the event of a bankruptcy or similar proceeding, the assets that serve as collateral for our secured indebtedness will be available to satisfy the obligations under the secured indebtedness before any payments are made on the senior notes and debentures from the proceeds of such assets. The indentures governing our senior notes and debentures permit us, subject to specified limitations, to incur a substantial amount of additional secured debt.

Our variable rate indebtedness subjects us to interest rate risk, which could cause our debt service obligations to increase.

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At December 31, 2017, approximately 20% of our total debt is subject to variable rates of interest. Borrowings under our credit facilities are at variable rates of interest and expose us to interest rate risk. If interest rates were to increase, our debt service obligations on the variable rate indebtedness would increase even though the amount borrowed remained the same, and our net income and cash flows, including cash available for servicing our indebtedness, would correspondingly decrease. In the future, we may enter into interest rate swaps that involve the exchange of floating for fixed rate interest payments in order to reduce interest rate volatility. However, we might not maintain interest rate swaps with respect to all of our variable rate indebtedness, and any swaps we enter into might not fully mitigate our interest rate risk.

We may not have sufficient funds to repurchase our senior notes upon a change of control triggering event.

The terms of our senior notes require us to make an offer to repurchase the notes upon the occurrence of a Change of Control and Ratings Decline (as defined in the indentures governing the notes) at a purchase price equal to 101% of the respective principal amounts of the notes plus accrued and unpaid interest to, but not including, the date of the purchase. It is possible that we would not have sufficient funds at the time of such a change of control triggering event to make the required repurchase of the applicable series of notes and would be required to obtain third party financing to do so. We may not be able to obtain this financing on commercially reasonable terms, or on terms acceptable to us, or at all. In addition, the occurrence of certain change of control events may constitute an event of default under the terms of our credit facilities. Such an event of default would entitle the lenders under our credit facilities to, among other things, cause all outstanding debt thereunder to become due and payable.

Any future payment of dividends on our capital stock will be at the sole discretion of our Board of Directors and subject to certain important limitations, including legal and contractual restrictions.

The amount and timing of future dividend payments, if any, on our common stock and Series A Preferred Stock will be made at the sole discretion of our Board of Directors based on factors such as cash flow and cash requirements, capital expenditures requirements, financial condition, covenants in our debt instruments and legal restrictions. Under Delaware law, our Board of Directors may only declare and pay dividends on shares of our capital stock out of our statutory “surplus” (which is the amount equal to total assets minus total liabilities, in each case at fair market value, minus statutory capital), or if there is no such surplus, out of our net profits for the then current or immediately preceding fiscal year. In addition, our ability to declare and pay dividends is restricted by our existing financing arrangements and may be restricted by future financing arrangements. For example, our credit agreements prohibit us from using proceeds from our revolving credit facility to fund dividend payments if the undrawn amount under the revolver is less than $250 million, and we may not pay dividends on our common stock in excess of $2.40 per share in any fiscal year. As such, there can be no assurances that we will declare and pay any future dividends on our capital stock.

We expect to make contributions to our pension plan in future years, the amount of which will be impacted byvolatility in asset values related to Frontier’s pension plan and/or changes in pension plan assumptions.

Frontier made contributions of $75 million, net of the Differential payment received (See note 17), and $28 million to its pension plan in 2017 and 2016, respectively, and we expect to continue to make contributions in future years. Volatility in our asset values, liability calculations, or returns may impact the costs of maintaining our pension plan and our future funding requirements. Any future material contribution could have a negative impact on our liquidity by reducing cash flows.

Significant changes in discount rates, rates of return on pension assets, mortality tables and other factors could adversely affect our earnings and equity and increase our pension funding requirements.

Pension costs and obligations are determined using actual results as well as actuarial valuations that involve several assumptions. The most critical assumptions are the discount rate, the long-term expected return on assets and mortality tables. Other assumptions include salary increases and retirement age. Some of these

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assumptions, such as the discount rate and return on pension assets, are reflective of economic conditions and largely out of our control. Changes in the pension assumptions could adversely affect our earnings, equity and funding requirements.

Risks Related to Regulation and Oversight

Changesinfederal or state regulations may reduce the switched access charge revenues we receive.

A portion of Frontier’s total revenues ($165 million, or 2%, in 2017 and $170 million, or 2%, in 2016) are derived from switched access charges paid by other carriers for services we providein originating intrastate and interstate long-distance traffic. Frontier expects a portion of our revenues will continue to be derived from switched access charges paid by these carriers for these services. The rates Frontier can charge for switched access are regulated by the FCC and state regulatory agencies.

In 2011, the FCC adopted the 2011 Order regarding Intercarrier Compensation, which is the payment framework that governs how carriers compensate each other for the exchange of voice traffic between carriers. The 2011 Order began a multi-year transition that moves the rate for terminating traffic to near zero by 2017, with the final phase down of a subset of traffic in 2018. Additionally, the 2011 Order requires VoIP providers to pay interstate terminating interconnection charges and requires all carriers terminating traffic to provide appropriate call information, thus prohibiting so-called “phantom traffic.” The FCC also reformed the Universal Service Fund in this order to shift the High-Cost portion of the fund from supporting voice services to supporting broadband deployment in high-cost areas.

However, the 2011 Order did not resolve all questions on Intercarrier Compensation.  The FCC continues to consider the possibility of transitioning originating access rates in the future. We cannot predict when or how the FCC would implement any changes originating access rates, and future reductions in these revenues may directly affect our profitability and cash flows as these regulatory revenues do not have an equal level of associated variable expenses.

In August 2017, the FCC decision toderegulate the market for special access services where the market is determined to be competitive and the transport market nationwide became effective.  Some aspects of that decision are under appeal by stakeholders.  We cannot predict the outcome of that appeal or the impact of future changes on our results or operations.

Certain states also have their own open proceedings to address reform to originating intrastate access charges, other intercarrier compensation, and state universal service funds. Although the FCC has pre-empted state jurisdiction on most access charges, many states could consider moving forward with their proceedings. We cannot predict when or how these matters will be decided or the effect on our subsidy or switched access revenues. However, future reductions in our subsidy or switched access revenues may directly affect our profitability and cash flows as those regulatory revenues do not have an equal level of associated variable expenses.

A portion of Frontier’s revenues are derived from federal and state subsidies. To the extent the federal or any state government reduces such subsidies, our operating income could be materially and adversely impacted.

A portion of Frontier’s total revenues ($395 million, or 4%, in 2017 and $409 million, or 5%, in 2016) are derived from federal and state subsidies for rural and high-cost support, that consists of CAF II support, Federal High Cost support, and various state subsidies. The FCC’s 2011 Order changed how federal subsidies are calculated and disbursed. These changes transitioned the USF (Universal Service Fund), which supported voice services in high-cost areas, to the CAF (Connect America Fund), which supports broadband deployment in high-cost areas. Federal subsidies represented approximately 92% of subsidy revenue in 2017 and 89% in 2016, with the remainder being state subsidies. 

Frontier is required to contribute to the Universal Service Fund.  The FCC allows Frontier to recover these contributions through a USF Surcharge on customers’ bills.  This surcharge accounted for $216 million of revenue in 2017 and $217 million in 2016. 

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Future reductions in these subsidies, or in our ability to recover Universal Service Fund contributions, could have a material adverse effect on our business or results of operations.

Frontier and our industry will likely remain highly regulated, and we could incur substantial compliance costs that could constrain our ability to compete in our target markets.

As an incumbent local exchange carrier, some of the services we offer are subject to significant regulation from federal, state and local authorities. This regulation could impact our ability to change our rates, especially on our basic voice services and our access rates, and could impose substantial compliance costs on us. In some jurisdictions, regulation may restrict our ability to expand our service offerings. In addition, changes to the regulations that govern our business (including any implementation of the 2011 Order) may have an adverse effect on our business by reducing the allowable fees that we may charge, imposing additional compliance costs, reducing the amount of subsidies or otherwise changing the nature of our operations and the competition in our industry. At this time, it is unknown how these regulations will affect Frontier’s operations or ability to compete in the future.

Other FCC rulemakings and state regulatory proceedings, including those relating to intercarrier compensation, universal service and broadband services, could have a substantial adverse impact on our operations. 

In December 2017, the FCC voted to roll back the FCC’s 2015 Order applying the Title II framework to broadband services.  This decision restores the light touch regulatory treatment of broadband service in place prior to 2015 and preserves the FCC’s transparency requirements.  The decision also clarifies that the Federal Trade Commission is the proper venue for enforcement of the transparency requirements and privacy practices.  Several parties are expected to appeal this order and may seek a stay of its provisions. 

Our Internet access offerings could become subject to additional laws and regulations as they are adopted or applied to the Internet. As the significance of the Internet expands, federal, state and local governments may pass laws and adopt rules and regulations, including those directed at privacy, or apply existing laws and regulations to the Internet (including Internet access services), and related matters are under consideration in both federal and state legislative and regulatory bodies. Although the FCC has pre-empted state jurisdiction on network neutrality and privacy, many states could consider moving forward with legislation on these or other Internet-related issues. At least two states, Montana and New York have already taken executive action directed at reinstating aspects of the FCC’s 2015 Order.  We cannot predict whether the outcome of expected or pending challenges to the FCC’s order or future proceedings will prove beneficial or detrimental to our competitive position.

We are subject to the oversight of certain federal and state agencies that have in the past, and may in the future, investigate or pursue enforcement actions against us relating to consumer protection matters.

Certain federal and state agencies, including state attorneys general, monitor and exercise oversight related to consumer protection matters, including those affecting the communications industry. Such agencies have in the past, and may in the future, choose to launch an inquiry or investigation of our business practices in response to customer complaints or other publicized customer service issues or disruptions. Such inquiries or investigations could result in reputational harm, enforcement actions, litigation, fines, settlements and/or operational and financial conditions being placed on the company, any of which could materially and adversely affect our business.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Tax legislation may adversely affect our business and financial condition.

Tax laws are dynamic and continually change as new laws are passed and new interpretations of the law are issued or applied. On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the TCJA). The TCJA makes broad and complex changes to the U.S. tax code and, among other things, includes changes to U.S. federal tax rates, imposes significant additional limitations on the deductibility of interest, allows for the expensing of capital expenditures, and imposes limitations on the use of net operating losses arising in taxable years beginning after December 31, 2017. The reduction of the U.S. corporate tax rate results in a decreased valuation of our deferred tax asset and liabilities. The overall impact of the new federal tax law is uncertain and our business and financial condition could be adversely affected. In addition, it is uncertain if and to what extent various states will conform to the newly enacted federal tax law. The determination of the benefit from (provision for) income taxes requires complex estimations, significant judgments and significant knowledge and experience concerning the applicable tax laws. Given that we are still in the transition period for the accounting for income tax effects of the TCJA, the current assessment on deferred tax assets (liabilities) is based on the currently available information and guidance. If in the future any element of the tax reform changes the related accounting guidance for income tax, it could affect our income tax position and we may need to adjust the benefit from (provision for) income taxes accordingly.

Risks Related to Technology

We may be unable to meet the technological needs or expectations of our customers, and may lose customers as a result.

The telecommunications industry is subject to significant changes in technology, and replacing or upgrading our infrastructure to keep pace with such technological changes could result in significant capital expenditures. If we do not replace or upgrade technology and equipment and manage broadband speeds and capacity as necessary, we may be unable to compete effectively because we will not be able to meet the needs or expectations of our customers.

In addition, enhancements to product offerings may influence our customers to consider other service providers, such as cable operators or wireless providers. We may be unable to attract new or retain existing customers from cable companies due to their deployment of enhanced broadband and VoIP technology. In addition, new capacity services for wireless broadband technologies may permit our competitors to offer broadband data services to our customers throughout most or all of our service areas. Any resulting inability to attract new or retain existing customers could adversely impact our business and results of operations in a material manner.

We rely on network and information systems and other technology, and a disruption or failure of such networks, systems or technology as a result of computer viruses, cyber-attacks, misappropriation of data or other malfeasance, as well as outages, accidental releases of information or similar events, may disrupt our business and materially impact our results of operations, financial condition and cash flows.

We maintain security measures, disaster recovery plans and business continuity plans for our business and are continuously working to upgrade our existing technology systems and provide employee training around the cyber risks we face. Nevertheless, our information technology networks and infrastructure may be subject to damage, disruptions or shutdowns due to computer viruses, cyber-attacks or breaches, employee or third-party error or malfeasance, power outages, telecommunication or utility failures, systems failures, natural disasters or other catastrophic events.

Further, our network and information systems are subject to various risks related to third parties and other parties we may not fully control. We use encryption and authentication technology licensed from third parties to provide secure transmission of confidential information, including our business data and customer information. Similarly, we rely on employees in our network operations centers, data centers, call centers and retail stores to follow our procedures when handling sensitive information. While we select our third-party business partners and employees carefully, we do not always control their actions, which could expose us to cyber-security risks. In addition, our customers using our network to access the Internet may become victim to malicious and abusive Internet activities, such as unsolicited mass advertising (or spam), peer-to-peer file sharing, distribution of viruses, worms and other destructive or disruptive software; these activities could adversely affect our network, result in excessive call volume at our call centers and damage our or our customers’ equipment and data.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Any unauthorized access, computer viruses, accidental or intentional release of confidential information or other disruptions could result in misappropriation of our or our customers’ sensitive information; reputational harm; increased costs, such as those relating to remediation or future protection; customer dissatisfaction, which could lead to a decline in customers and revenue; and legal claims or proceedings, fines and other liabilities. There can be no assurance that the impact of such incidents would not be material to our results of operations, financial condition or cash flows.  

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Item 1B.  Unresolved Staff Comments

None.

Item 2.     Properties

We own property, which consists primarily of land and buildings, office and warehouse facilities, central office equipment, software, outside plant and related equipment. Outside communications plant includes aerial and underground cable, conduit, poles and wires. Central office equipment includes digital switches and peripheral equipment. As such, our properties do not provide a basis for description by character or location of principal units. All of our property is considered to be in good working condition and suitable for its intended purpose.

Our gross investment in property, by category, as of December 31, 2017, was as follows:

($ in millions)
Land	$	231
Buildings and leasehold improvements		2,282
General support		1,570
Central office/electronic circuit equipment		8,137
Poles		1,095
Cable, fiber and wire		10,997
Conduit		1,646
Construction work in progress		538
Total	$	26,496

Item 3.   Legal Proceedings

See Note 19 of the Notes to Consolidated Financial Statements included in Part IV of this report.

We are party to various legal proceedings (including individual, class and putative class actions, governmental investigations) arising in the normal course of our business covering a wide range of matters and types of claims including, but not limited to, general contracts, billing disputes, rights of access, taxes and surcharges, consumer protection, advertising, trademark and patent infringement, employment, regulatory, tort, claims of competitors and disputes with other carriers.  Litigation is subject to uncertainty and the outcome of individual matters is not predictable.  However, we believe that the ultimate resolution of all such matters, after considering insurance coverage or other indemnities to which we are entitled, will not have a material adverse effect on our financial position, results of operations, or cash flows.

Item 4.    Mine Safety Disclosures

Not applicable.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

PART II

Item 5.  Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Our common stock is currently traded on the NASDAQ Global Select Market under the symbol FTR. The amount and timing of dividends payable on our common stock are within the sole discretion of our Board of Directors. Dividends on shares of the Series A Preferred Stock are payable on a cumulative basis when, as and if declared by our Board of Directors (or an authorized committee thereof) at an annual rate of 11.125% on the liquidation preference of $100.00 per share, on the last business day of March, June, September and December of each year, up to the mandatory conversion date of June 29, 2018. Series A Preferred Stock dividends of $214 million were paid in each of 2017 and 2016. Cash dividends paid to common shareholders were $266 million and $493 million in 2017 and 2016, respectively. The declaration and payment of future dividends on our common stock is at the discretion of our Board of Directors, and will depend upon many factors, including our financial condition, results of operations, growth prospects, funding requirements, payment of cumulative dividends on Series A Preferred Stock, applicable law, restrictions in agreements governing our indebtedness and other factors our Board of Directors deems relevant.

A portion of the dividends on common stock may be classified as total ordinary dividends and represents qualified dividends, and a portion of the dividends is classified as non-dividend distributions and represents a return of capital. For the year ended December 31, 2017, all dividends on common stock were classified as non-dividend distributions and represented a return of capital.

The following table indicates the high and low intra-day sales prices per share of common stock, as reported by the NASDAQ Global Select Market, and sets forth dividends paid per share of common stock during the periods indicated.

	2017						2016
	High		Low		Dividend		High		Low		Dividend
First Quarter	$	57.30	$	28.80	$	0.600	$	87.75	$	57.15	$	1.575
Second Quarter	$	32.85	$	16.50	$	0.600	$	86.25	$	68.55	$	1.575
Third Quarter	$	18.21	$	11.65	$	0.600	$	78.30	$	61.05	$	1.575
Fourth Quarter	$	12.83	$	6.08	$	0.600	$	65.40	$	46.50	$	1.575

As of February 10, 2018, the approximate number of security holders of record of our common stock was 235,270. This information was obtained from our transfer agent, Computershare Inc.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

STOCKHOLDER RETURN PERFORMANCE GRAPH

The following performance graph compares the cumulative total return of our common stock to the S&P 500 Stock Index and to the S&P Telecommunication Services Index for the five-year period commencing December 31, 2012.

The graph assumes that $100 was invested on December 31, 2012 in each of our common stock, the S&P 500 Stock Index and the S&P Telecommunication Services Index and that all dividends were reinvested.

		INDEXED RETURNS
	Base	Years Ending
	Period
Company / Index	12/12	12/13	12/14	12/15	12/16	12/17
Frontier Communications Corporation	100	119.36	182.62	138.38	110.15	18.24
S&P 500 Index	100	132.39	150.51	152.59	170.84	208.14
S&P Telecommunication Services	100	111.47	114.80	118.70	146.58	144.75

The foregoing performance graph and related information shall not be deemed “soliciting material” or to be “filed” with the SEC, nor shall such information be incorporated by reference into any future filings under the Securities Act of 1933 or the Securities Exchange Act of 1934, each as amended, except to the extent we specifically incorporate it by reference into such filing.

RECENT SALES OF UNREGISTERED SECURITIES, USE OF PROCEEDS FROM REGISTERED SECURITIES

There were no unregistered sales of equity securities during the fourth quarter of 2017.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

ISSUER PURCHASES OF EQUITY SECURITIES

Period	Total Number of Shares Purchased	Average Price Paid per Share
October 1, 2017 to October 31, 2017
Employee Transactions (1)	9,220	$	11.65
November 1, 2017 to November 30, 2017
Employee Transactions (1)	11	$	11.86
December 1, 2017 to December 31, 2017
Employee Transactions (1)	169	$	11.55
Totals October 1, 2017 to December 31, 2017
Employee Transactions (1)	9,400	$	11.65

(1)Includes restricted shares withheld (under the terms of grants under employee stock compensation plans) to offset minimum tax withholding obligations that occur upon the vesting of restricted shares. Frontier’s stock compensation plans provide that the value of shares withheld shall be the average of the high and low price of our common stock on the date the relevant transaction occurs.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Item 6.  Selected Financial Data

The following tables present selected historical consolidated financial information of Frontier for the periods indicated. The selected historical consolidated financial information of Frontier as of and for each of the five fiscal years in the period ended December 31, 2017 has been derived from Frontier’s historical consolidated financial statements. The selected historical consolidated financial information as of December 31, 2017 and 2016 and for each of the years in the three-year period ended December 31, 2017 is derived from the audited historical consolidated financial statements of Frontier included elsewhere in this Annual Report. The selected historical consolidated financial information as of December 31, 2015, 2014 and 2013 and for each of the years ended December 31, 2014 and 2013 is derived from the audited historical consolidated financial statements of Frontier not included in this Annual Report.

	Year Ended December 31, (1)
($ in millions, except per share amounts)	2017		2016		2015			2014		2013
Revenue	$	9,128	$	8,896	$	5,576		$	4,772	$	4,762
Operating Income (loss)	$	(1,568)	$	888	$	745		$	820	$	981
Net income (loss) (2) (3) (4) (5)	$	(1,804)	$	(373)	$	(196)		$	133	$	115
Net income (loss) attributable to Frontier
common shareholders (2) (3) (4) (5) (6)	$	(2,018)	$	(587)	$	(316)		$	133	$	113
Net income (loss) attributable to Frontier
common  shareholders per basic
share (2) (3) (4) (5) (6)	$	(25.99)	$	(7.61)	$	(4.41)		$	1.93	$	1.67
Net income (loss) attributable to Frontier
common shareholders per diluted
share (2) (3) (4) (5) (6)	$	(25.99)	$	(7.61)	$	(4.41)		$	1.93	$	1.67
Cash dividends declared (and paid) per
common share	$	3.42	$	6.35	$	6.31		$	6.05	$	6.04
Cash dividends declared (and paid) per share
of Series A Preferred Stock	$	11.125	$	11.125	$	6.24	(7)	$	-	$	-
	As of December 31,
($ in millions)	2017		2016		2015			2014		2013
Total assets	$	24,884	$	29,013	$	27,084		$	18,810	$	16,540
Long-term debt	$	16,970	$	17,560	$	15,508		$	9,393	$	7,810
Total shareholders' equity of Frontier	$	2,274	$	4,519	$	5,614		$	3,658	$	4,056

⁽¹⁾ Operating results include activities for the CTF operations from the date of their acquisition from Verizon on April 1, 2016 and the Connecticut operations from the date of their acquisition from AT&T on October 24, 2014.

⁽²⁾ Operating results include the pre-tax impacts of losses on retirement of debt of $88 million ($58 million after tax) and $160 million ($99 million after tax) for 2013, respectively.

⁽³⁾ Operating results include pre-tax acquisition and integration costs of $25 million ($16 million after tax), $436 million ($283 million after tax), $236 million ($133 million after tax), $142 million ($91 million after tax) and $10 million ($6 million after tax) for 2017, 2016, 2015, 2014 and 2013, respectively.

⁽⁴⁾ Operating results include pre-tax restructuring costs and other charges of $82 million ($52 million after tax), $91 million ($59 million after tax), $2 million ($1 million after tax), $2 million ($1 million after tax) and $12 million ($7 million after tax) for 2017, 2016, 2015, 2014 and 2013, respectively.

⁽⁵⁾ Operating results include pre-tax pension settlement costs of $83 million ($53 million after tax) and $44 million ($27 million after tax) for 2017 and 2013, respectively.

⁽⁶⁾ Operating results include pre-tax goodwill impairment charges of $2,748 million ($2,354 million after tax) for 2017.

⁽⁷⁾ Represents dividends on the 11.125% Mandatory Convertible Preferred Stock, Series A, from the issuance date of June 10, 2015 through December 31, 2015.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Item 7.  Management’s Discussion and Analysis of Financial Condition and Results of Operations

Introduction

(a)  Results of Operations

2017 Compared to 2016

On April 1, 2016, we completed our acquisition of Verizon’s wireline properties in California, Texas, and Florida (the CTF Acquisition, of the CTF Operations).Frontier’s scope of operations and balance sheet changed materially as a result of the completion of the CTF Acquisition. Historical financial and operating data presented for Frontier includes the results of the CTF Operations that were acquired in the CTF Acquisition from the date of acquisition on April 1, 2016.As a result our financial results for 2017 include CTF Operations for the full year of 2017, while financial results for 2016 only included CTF Operations for the final nine months of 2016.

On July 10, 2017, we effected a one for fifteen reverse stock split of our common stock. The reverse stock split reduced the number of common shares issued (which includes outstanding shares and treasury shares) from approximately 1,193,000,000 shares to 80,000,000 shares, and reduced shares outstanding from 1,178,000,000 shares to 79,000,000 shares. In addition, and at the same time, the total number of shares of common stock that Frontier is authorized to issue changed from 1,750,000,000 shares to 175,000,000 shares. There was no change in the par value of the common stock, and no fractional shares were issued. All share and per share amounts in the financial discussion below have been retroactively adjusted for all periods presented to give effect to the reverse stock split. As a result of our reverse stock split the conversion rates of our Series A Preferred Stock were proportionately adjusted.

The sections below include tables that present customer counts, average monthly consumer revenue per customer (ARPC) and consumer customer churn. We define churn as the number of consumer customer deactivations during the month divided by the number of consumer customers at the beginning of the month and utilize the average of each monthly churn in the period.  

Management believes that consumer customer counts and average monthly revenue per customer are important factors in evaluating our consumer customer trends. Among the key services we provide to consumer customers are voice service, data service and video service. We continue to explore the potential to provide additional services to our customer base, with the objective of meeting all of our customers’ communications needs.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

The following should be read in conjunction with Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for the year ended December 31, 2017.

	As of or for the year ended
	December 31, 2017		December 31, 2016			% Increase (Decrease)
Customers (in thousands)		4,850		5,393		(10)	%
Consumer customer metrics
Customers (in thousands)		4,397		4,891		(10)	%
Net customer additions/(losses)		(494)		1,767	(1)	(128)	%
Average monthly consumer
revenue per customer	$	80.96	$	77.47		5	%
Customer monthly churn		2.17%		1.98%		10	%
Commercial customer metrics
Customers (in thousands)		453		502		(10)	%
Broadband subscriber metrics
(in thousands)
Broadband subscribers		3,938		4,271		(8)	%
Net subscriber additions/(losses)		(333)		1,809	(2)	(118)	%
Video (excl. DISH) subscriber metrics
(in thousands)
Video subscribers (in thousands)		961		1,145		(16)	%
Net subscriber additions/(losses)		(184)		903	(2)	(120)	%
DISH subscriber metrics
(in thousands)
DISH subscribers (in thousands)		235		274		(14)	%
Net subscriber additions/(losses)		(39)		(38)	(2)	3	%
Employees (3)		22,736		28,332		(20)	%

⁽¹⁾ 2,283,000 consumer customers, 250,000 commercial customers and 2,533,000 total customers were acquired at the time of the April 2016 CTF Acquisition.

⁽²⁾ 2,052,000 broadband subscribers and 1,165,000 video subscribers were acquired at the time of the April 2016 CTF Acquisition.

⁽³⁾ At December 31, 2016, we had approximately 1,900 employees in our Frontier Secure Strategic Partnerships business, which was sold in May 2017.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Customer Trends and Revenue Performance

We provide service and product options in our consumer and commercial offerings in each of our markets. As of December 31, 2017, 67% of our consumer broadband customers were subscribed to at least one other service offering.

We had approximately 4.4 million and 4.9 million total consumer customers as of December 31, 2017 and 2016, respectively. Our average monthly consumer customer churn was 2.17% for the year ended December 31, 2017 (1.91% for Frontier legacy and 2.56% for CTF Operations) compared to 1.98% (1.76% for Frontier legacy and 2.46% for CTF Operations) for 2016. The consolidated average monthly consumer revenue per customer (consumer ARPC) increased by $3.49 or 5% to $80.96 during 2017 compared to the prior year. The overall increase in consumer ARPC is a result of the increased revenue provided by a full year of CTF operations in 2017 compared to only nine months in 2016. This increase was partially offset by a decrease in video services.

We had approximately 453,000 and 502,000 total commercial customers as of December 31, 2017 and 2016, respectively. We lost approximately 49,000 commercial customers during the year ended December 31, 2017 compared to an increase of 213,000 customers for the prior year. Frontier expects the declines in voice services revenue and wireless backhaul revenues from commercial customers to continue in 2018. Our Ethernet product revenues from our SME (small business, medium business and larger enterprise customers) and carrier customers grew11% for the Frontier legacy operations during 2017, compared to the prior year period. The prior year increase in customers was driven by 250,000 new customers acquired from Verizon in the CTF Acquisition.

We had approximately 3.9 million and 4.3 million broadband subscribers as of December 31, 2017 and 2016, respectively. During the year ended December 31, 2017, we lost approximately 333,000 net broadband subscribers compared to an increase of 1,809,000 for the prior year. The prior year increase in subscribers was driven by 2,052,000 new subscribers acquired from Verizon in the CTF Acquisition.

We offer video services to certain of our customers under the FiOS® brand in portions of California, Texas, Florida, Indiana, Oregon, and Washington, and under the Vantage brand in portions of Connecticut, North Carolina, South Carolina,  Minnesota, Illinois, New York, and Ohio. We also offer satellite TV video service to our customers under an agency relationship with DISH® in all of our markets. For the year ended December 31, 2017, we lost approximately 223,000 net video subscribers across all markets. At December 31, 2017, we had 961,000 linear video subscribers that are served with FiOS or Vantage video service. In addition to our linear video subscribers, we have approximately 235,000 DISH satellite video customers.

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REVENUE

	For the year ended December 31,				$ Increase		% Increase
($ in millions)	2017		2016		(Decrease)		(Decrease)
Data and Internet services (1)	$	3,862	$	3,693	$	169	5	%
Voice services		2,864		2,886		(22)	(1)	%
Video services		1,304		1,244		60	5	%
Other		322		276		46	17	%
Customer revenue (1)		8,352		8,099		253	3	%
Switched access and
subsidy		776		797		(21)	(3)	%
Total revenue (1)	$	9,128	$	8,896	$	232	3	%
	For the year ended December 31,				$ Increase		% Increase
($ in millions)	2017		2016		(Decrease)		(Decrease)
Consumer	$	4,476	$	4,383	$	93	2	%
Commercial(1)		3,876		3,716		160	4	%
Customer revenue (1)		8,352		8,099		253	3	%
Switched access and
subsidy		776		797		(21)	(3)	%
Total revenue (1)	$	9,128	$	8,896	$	232	3	%

(1)  Includes revenue from Frontier Secure Strategic Partnerships business, which was sold in May of 2017, of $40 million and $84 million for the year ended December 31, 2017 and 2016, respectively.

We generate revenues primarily through either a monthly recurring fee or a fee based on usage, and revenue recognition is not dependent upon significant judgments by management, with the exception of a determination of the provision for uncollectible amounts.

The increase of $232 million in consolidated total revenue was primarily due to the additional revenue provided by a full year of CTF Operations in 2017 compared to only nine months in 2016.  This increase was partially offset by decreased voice and data and Internet services revenues driven by a decline in customers.

Consolidated customer revenue increased $93 million due to consumer customer revenue and $160 million due to commercial customer revenues. The increase in consumer customer revenue was primarily due additional revenue provided by a full year of CTF Operations in 2017 compared to only nine months in 2016. This increase was partially offset by decreases in voice, data and internet, and video services revenue.  We have experienced declines in the number of traditional voice customers and switched access minutes of use as a result of competition and the availability of substitutes, a trend we expect to continue. The increase in consolidated commercial customer revenue was primarily driven by additional revenue provided by a full year of CTF Operations in 2017 compared to only nine months in 2016. This increase was partially offset by decreases in our voice services revenue and nonswitched revenue including wireless backhaul revenue and decreased revenues related to our Frontier Secure Strategic Partnerships business which was sold in May 2017.

Consolidated switched access and subsidy revenue represented 9% of our revenues for the year ended December 31, 2017. Switched access revenue was $165 million for the year ended December 31, 2017, or 2% of our revenues, which decreased from $170 million, or 2% of our revenues, in the prior year period. The decrease was driven by reduced rates which were mandated by the 2011 Order with a related decline in operating expenses. Subsidy revenue, including CAF Phase II subsidies, was $611 million for the year ended December 31, 2017, or 7% of our revenues, which decreased from $626 million, or 7% of our revenues, in the prior year period.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

We categorize our products, services, and other revenues into the following five categories:

Data and Internet Services

Data and internet services include broadband services for consumer and commercial customers. We also provide data transmission services to high volume commercial customers and other carriers with dedicated high capacity circuits (“nonswitched access”) including services to wireless providers (“wireless backhaul”).

Consolidated data and Internet services revenue for the year ended December 31, 2017 increased $169 million as compared with 2016. Consolidated data services revenue for the year ended December 31, 2017 increased $81 million, or 4%, to $2,240 million due to the additional revenue provided by a full year of CTF Operations in 2017 compared to only nine months in 2016. This increase was partially offset by a reduction in revenue as a result of the sale of the Frontier Secure Strategic Partnerships business in May 2017 and a decrease in the total number of broadband subscribers. Consolidated nonswitched access revenues for the year ended December 31, 2017 increased $88 million, or 6%, to $1,622 million as compared with 2016 due to additional revenue provided by a full year of CTF Operations in 2017 compared to only nine months in 2016. This increase was partially offset by lower monthly recurring revenue for wireless backhaul and other carrier services. We expect wireless data usage to continue to increase, which may drive the need for additional wireless backhaul capacity. Despite the need for additional capacity, in the near term, we anticipate that our overall wireless backhaul revenues (which comprise approximately 3% of consolidated total revenues) will continue to decline in 2018, as our carrier customers migrate to Ethernet solutions at lower price points or migrate to our competitors.

Voice Services

Voice services include traditional local and long-distance wireline services, data-based Voice over Internet Protocol (VoIP) services, as well as voice messaging services offered to our consumer and commercial customers. Voice services also include the long-distance voice origination and termination services that we provide to our commercial customers and other carriers.

The decrease of $22million in voice services revenue was primarily due to the continued loss of voice customers and decreases in long-distance revenue among those customers that do not have a bundled long-distance plan, which was partially offset by additional revenues resulting from a full year of CTF Operations in 2017 compared to only nine months in 2016.

Video Services

Video servicesinclude revenues generated from services provided directly to consumer customers through the FiOS video and Vantage video brands, and through DISH satellite TV services.

The increase of $60 million in video services revenue was primarily due to additional revenue provided by a full year of CTF Operations in 2017 compared to only nine months in 2016. The increase was partially offset by reduced revenue resulting from a decrease in the total number of video subscribers.

Other 

Other customer revenue includes sales of customer premise equipment to our commercial customers and directory services, less our provision for bad debts.

The increase of $46 million in other revenue was primarily due to a decrease in uncollectibles, which was partially offset by a decrease in maintenance contracts.

Switched Access and Subsidy

Switched access and subsidy revenues include revenues derived from allowing other carriers to use our network to originate and/or terminate their local and long-distance voice traffic (“switched access”). These services are primarily billed on a minutes-of-use basis applying tariffed rates filed with the FCC or state agencies. We also receive cost subsidies from state and federal authorities, including the Connect America Fund.

The decrease of $21 million in switched access and subsidy revenue was primarily due to decreases in subsidies from the state high cost, offset by additional revenue provided by a full year of CTF Operations in 2017 compared to 2016. We expect that switched access revenue will continue to decline in 2018.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

2017 OPERATING EXPENSES COMPARED TO 2016

NETWORK ACCESS EXPENSE

	For the year ended December 31,				$ Increase		% Increase
($ in millions)	2017		2016		(Decrease)		(Decrease)
Network access expenses	$	1,597	$	1,470	$	127	9	%

Network access expenses include access charges and other third-party costs directly attributable to connecting customer locations to our network, and video content costs. Such access charges and other third-party costs exclude network related expenses, depreciation and amortization, and employee related expenses.

The increase in network access expenses was primarily due to additional expenses resulting from a full year of CTF Operations in 2017 compared to only nine months in 2016. These increases were partially offset by lower video content costs.

NETWORK RELATED EXPENSES

	For the year ended December 31,				$ Increase		% Increase
($ in millions)	2017		2016		(Decrease)		(Decrease)
Network related expenses	$	1,959	$	1,887	$	72	4	%

Network related expenses include expenses associated with the delivery of services to customers and the operation and maintenance of our network, such as facility rent, utilities, maintenance and other costs, as well as salaries, wages and related benefits associated with personnel who are responsible for the delivery of services, and the operation and maintenance of our network.

The increase in network related expenses was primarily due to additional expenses resulting from a full year of CTF Operations in 2017 compared to only nine months in 2016 and an increase in outside services (primarily related to storm-related costs) which was partially offset by reduced compensation costs related to lower employee headcount and certain benefits, including pension and OPEB expense (as discussed below). There was also a reduction in rent expense as a result of more of the vehicle fleet being financed under capital leases than operating leases.

SELLING, GENERAL, AND ADMINISTRATIVE EXPENSES

	For the year ended December 31,				$ Increase		% Increase
($ in millions)	2017		2016		(Decrease)		(Decrease)
Selling, general and
administrative expenses	$	2,018	$	2,093	$	(75)	(4)	%

Selling, general and administrative expenses (SG&A expenses) include the salaries, wages and related benefits and the related costs of corporate and sales personnel, travel, insurance, non-network related rent, advertising and other administrative expenses.

The decrease in SG&A expenses was primarily driven by decreased employee headcount, compensation costs, certain benefits, including pension and OPEB expense (as discussed below), reduced marketing costs, lower outside services costs and facilities. There were approximately $52 million of additional SG&A expense during the year ended December 31, 2016 related to the Frontier Secure Strategic Partnerships business, which was sold in May 2017. The decrease was partially offset by additional expenses resulting from a full year of CTF Operations in 2017 compared to only nine months in 2016.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Pension and OPEB costs

Frontier allocates pension/OPEB expense to network related expenses and SG&A expenses. Total consolidated pension and OPEB costs, excluding pension settlement costs and special termination benefits, for the year ended December 31, 2017 and 2016 were as follows:

	For the year ended December 31,
($ in millions)	2017		2016
Total pension/OPEB
costs	$	120	$	129
Less: costs capitalized into
capital expenditures		(26)		(25)
Net pension/OPEB expense	$	94	$	104

DEPRECIATION AND AMORTIZATION

The fair value estimates related to the allocation of the purchase price of the CTF Operations to Other intangibles were revised and finalized during the first quarter of 2017 from the previous estimates as of December 31, 2016. The allocation that was reported as of December 31, 2016 for Other intangibles increased $100 million, from $2,162 million to $2,262 million. These measurement period adjustments resulted in higher amortization expense during 2017 ($20 million of which is attributable to 2016).

	For the year ended December 31,				$ Increase		% Increase
($ in millions)	2017		2016		(Decrease)		(Decrease)
Depreciation expense	$	1,485	$	1,388	$	97		7	%
Amortization expense		699		643		56		9	%
	$	2,184	$	2,031	$	153		8	%

Depreciation and amortization expense for the year ended December 31, 2017 increased as compared to 2016. The increase of $97 million in depreciation expense was due to additional depreciation of assets used for a full year of CTF Operations during 2017 compared to only nine months in 2016, which was partially offset by lower net asset bases as compared to 2016. The increase of $56 million in amortization expense was due to a full year of amortization of the CTF customer base during 2017 compared to amortization expense of only nine months in 2016.

GOODWILL IMPAIRMENT

As a result of the continued decline in the share price of our common stock in each of the four quarters in 2017, we tested goodwill for impairment. Our second and fourth quarter quantitative assessments indicated that the carrying value of the enterprise exceeded its fair value and, therefore, an impairment existed. We recorded goodwill impairments totaling $2,748 million for 2017. The driver for the impairment in the second quarter was a reduction in our profitability and utilized EBITDA estimate, which when applied to our market multiple resulted in a lower enterprise valuation.  During the fourth quarter, the impairment was largely driven by a lower enterprise valuation resulting from a reduction in utilized market multiple from 5.8x to 5.5x reflecting the lower outlook for our industry as a whole. The revaluation of our net deferred tax liabilities which resulted from the enactment of Tax Cut and Job Act, caused further goodwill impairment. Further declines in our profitability or share price could result in additional impairment in the future.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

ACQUISITION AND INTEGRATION COSTS

	For the year ended December 31,				$ Increase		% Increase
($ in millions)	2017		2016		(Decrease)		(Decrease)
Acquisition and integration costs	$	25	$	436	$	(411)	(94)	%

Acquisition costs include financial advisory, accounting, regulatory, legal and other related costs. Integration costs include expenses that are incremental and directly related to the acquisition, which were incurred to integrate the network and information technology platforms. Integration costs also include costs to achieve synergies and operational efficiencies directly associated with the acquisition.

We invested $34 million and $142 million in capital expenditures related to the CTF Acquisition during 2017 and 2016, respectively.

PENSION SETTLEMENT COSTS

	For the year ended December 31,				$ Increase		% Increase
($ in millions)	2017		2016		(Decrease)		(Decrease)
Pension Settlement Costs	$	83	$	-	$	83	NM
NM - Not meaningful

The Pension Plan contains provisions that provide certain employees with the option of receiving a lump sum payment upon retirement. Frontier’s accounting policy is to record these payments as a settlement only if, in the aggregate, they exceed the sum of the annual service and interest costs for the Pension Plan’s net periodic pension benefit cost. During the year ended December 31, 2017, lump sum pension settlement payments to terminated or retired individuals amounted to $486 million, which exceeded the settlement threshold of $224 million, and as a result, Frontier recognized non-cash settlement charges totaling $83 million during 2017. The non-cash charge accelerated the recognition of a portion of the previously deferred unrecognized actuarial losses, which are included in Other comprehensive income, in the Pension Plan.

RESTRUCTURING COSTS AND OTHER CHARGES

	For the year ended December 31,				$ Increase		% Increase
($ in millions)	2017		2016		(Decrease)		(Decrease)
Restructuring costs and
other charges	$	82	$	91	$	(9)	(10)	%

Restructuring costs and other charges consist of expenses related to changes in the composition of our business, including workforce reductions, the sale of business lines or divisions, and corresponding changes to our retirement plans.

The $9 million decrease in restructuring costs and other charges was primarily driven by a reduction in special termination benefits related to the pension plan, partially offset by increased severance expense related to workforce reductions.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

OTHER NON-OPERATING INCOME AND EXPENSE

	For the year ended December 31,				$ Increase		% Increase
($ in millions)	2017		2016		(Decrease)		(Decrease)
Investment and other income, net	$	3	$	27	$	(24)	(89)	%
Losses on early extinguishment of debt
and debt exchanges	$	88	$	7	$	81	NM
Interest expense	$	1,534	$	1,531	$	3	0	%
Income tax benefit	$	(1,383)	$	(250)	$	(1,133)	NM
NM - Not meaningful

Investment and Other Income, Net

The decrease in investment and other income, net was due to less restricted cash on hand earning interest during 2017 as compared to the prior year, and the impact of a nonrecurring gain on the expiration/settlement of customer advances in 2016.

Losses on Early Extinguishment of Debt and Debt Exchanges

The increase in loss on extinguishment of debt and debt exchanges was primarily driven by premiums to retire certain notes and the unamortized original issuance costs, which was slightly offset by discounts received on the retirement of certain notes.

Interest expense

Interest expense was relatively flat as compared to 2016. Our composite average borrowing rate as of December 31, 2017 and 2016 was 8.44% and 8.55%, respectively.

Income tax benefit

The increase of $1,133 million in income tax benefit was driven by a decrease in the federal tax rate on our deferred tax liabilities, net of deferred tax assets, partially offset by the tax impact of goodwill impairments during the year, along with an increased pre-tax loss. The effective tax rate for the year ended December 31, 2017 was 43.4% as compared with 40.2% for the year ended December 31, 2016. The decrease in our net deferred tax liabilities was largely driven by the enactment of the Tax Cuts and Jobs Act on December 22, 2017. We received $51 million in federal and state tax refunds in 2017 as compared to net cash refunds of $120 million in 2016.

Net loss attributable to Frontier common shareholders

Net loss attributable to Frontier common shareholders for 2017 was a net loss of $2,018 million, or $25.99 per share, as compared to a net loss of $587 million, or $7.61 per share, in 2016.

Diluted net loss attributable to Frontier common shareholders

Diluted net loss attributable to Frontier common shareholders for 2017 was a net loss of $2,018 million, or $25.99 per share, as compared to a net loss of $587 million, or $7.61 per share, in 2016.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

2016 Compared to 2015

On April 1, 2016, we completed our acquisition of Verizon’s wireline properties in California, Texas, and Florida (the CTF Acquisition). Frontier’s scope of operations and balance sheet changed materially as a result of the completion of the CTF Acquisition. Historical financial and operating data presented for Frontier includes the results of the CTF Operations that were acquired in the CTF Acquisition from the date of acquisition on April 1, 2016 and is not indicative of future operating results. The financial discussion below includes a comparative analysis of our results of operations on a historical basis for Frontier operations as of and for the years ended December 31, 2016 and 2015. Unless otherwise noted, the variance explanations discussed below are based upon an analysis of the 2016 financial data for Frontier legacy operations (excluding the CTF Operations) in comparison to 2015.

The sections below include tables that present customer counts, average monthly revenue per customer (ARPC) and consumer customer churn which we define as the average of the amount of consumer customer deactivations during the month divided by the number of consumer customers at the beginning of the month. The following also categorizes revenue into customer revenue (consumer and commercial) and regulatory revenue (switched access and subsidy). The decline in the number of customers was partially offset by increased penetration of additional higher revenue generating products and services sold to both consumer and commercial customers, which has increased our average monthly revenue per customer in 2016 as compared to 2015. Similar to other wireline providers, we have experienced declines in the number of traditional voice customers, switched access minutes of use and rates per switched access minute of use, due to the FCC’s intercarrier compensation reform, as a result of competition and the availability of substitutes, a trend which we expect will continue.

Management believes that consumer customer counts and average monthly revenue per customer are important factors in evaluating our consumer customer trends. Among the key services we provide to consumer customers are voice service, data service and video service. We continue to explore the potential to provide additional services to our customer base, with the objective of meeting all of our customers’ communications needs.

2016 CUSTOMER RELATED METRICS COMPARED TO 2015

	As of or for the year ended December 31,
	2016			% Increase (Decrease)		2015
Customers (in thousands)		5,393	(1)	58	%		3,413
Consumer customer metrics:
Customers (in thousands)		4,891	(1)	57	%		3,124
Average monthly consumer
revenue per customer	$	77.47		21	%	$	63.93
Customer monthly churn		1.98%		9	%		1.82%
Commercial customer metrics:
Customers (in thousands)		502	(1)	74	%		289
Average monthly commercial
revenue per customer	$	673.72		(2)	%	$	690.88
Broadband subscribers (in thousands)		4,271	(2)	73	%		2,462
Video subscribers (in thousands)		1,419	(2)	156	%		554
Switched access minutes of use (in thousands)		19,450		27	%		15,327
Employees		28,332		48	%		19,160

⁽¹⁾ 2,283,000 consumer customers, 250,000 commercial customers and 2,533,000 total customers were acquired at the time of the April 2016 CTF Acquisition.

⁽²⁾ 2,052,000 broadband subscribers and 1,165,000 video subscribers were acquired at the time of the April 2016 CTF Acquisition.

Customer Trends

We provide service and product options in our consumer and commercial offerings to the customer base in each of our markets which results in a better customer experience that allows us to maximize retention of existing customers

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

and attract new customers. As of December 31, 2016, 63% of our consumer broadband customers were subscribed to at least one other service offering.

During 2016, we gained approximately 2.0 million customers, net, as compared to a loss of 96,000 customers, net, in 2015. Although we added approximately 2.5 million customers in 2016 following the CTF Acquisition, we lost a net of approximately 553,000 customers across all of our markets. These customer losses were more heavily weighted in the newly acquired CTF markets due to transition disruptions following the acquisition, resulting in higher than normal customer churn, as well as the suspension of collection activities prior to and after the closing of the CTF Acquisition, and the suspension of marketing efforts for a period of time following the acquisition. These actions resulted in fewer additions than would otherwise have been achieved.

We had approximately 4.9 million and 3.1 million total consumer customers as of December 31, 2016 and 2015, respectivelyAlthough we addedapproximately 2.3 million total consumer customers attributable to the CTF Acquisition in 2016, we lost approximately 516,000consumer customers, net, during 2016, composed of losses in both our legacy markets and in the CTF markets, principally driven by declines in voice customers. Our consumer  customer monthly churn was 1.98% for 2016. Average monthly consumer revenue per customer (consumerARPC) increased $13.54, or 21%, to $77.47 during 2016 as compared to 2015. The overall increase in consumer ARPC is a result of higher video revenue from our CTF Operations and improvements in data services revenue for our legacy operations, partially offset by lower voice services revenue. We expect to improve our video and data subscriber trends for our Frontier legacy and CTF operations. We anticipate continuing declines in voice services revenue as fewer consumer customers subscribe to landline voice services.

We had approximately 0.5 million and 0.3 million total commercial customers as of December 31, 2016 and 2015, respectively. Although we added 250,000 total commercial customers attributable to the CTF Acquisition in 2016, we lost approximately 38,000commercial customers, net in 2016, composed of losses in both our legacy markets and in the CTF markets. Average monthly commercial revenue per customer (commercial ARPC) decreased $17.16, or 2%, to $673.72 during 2016 as compared to 2015. The commercial ARPC decrease is primarily attributable to our CTF markets having lower ARPC per SME (small business, medium business and larger enterprise customers) customer and proportionally fewer wholesale customers relative to total commercial customers as compared to our legacy markets. We have seen modest increases in our revenues from small/medium/enterprise (SME) customers throughout 2016, and our Ethernet product revenues from our SME and carrier customers has grown by 8% for the Frontier legacy operations during 2016.

At December 31, 2016, we had approximately 1.8 million more broadband subscribers than we did at December 31, 2015. We added 2,052,000 subscribers as part of the CTF Acquisition; however, we lost approximately 243,000 net subscribers, primarily due to fewer gross activations and higher customer churn. At December 31, 2016, 57% of our consolidated consumer broadband customers subscribed to speeds in excess of our 6 Mbps basic speed tier, up from 29% at December 31, 2015.

We offer video services under the Vantage brand to our customers in Connecticut, South Carolina, Minnesota, and Illinois and under the FiOS® brand in California, Texas, and Florida (and on a limited basis in Indiana, Oregon and Washington). We also offer satellite TV video service to our customers under an agency relationship with DISH® in all of our markets. During the year, we added 1,165,000 video subscribers in the CTF Acquisition. For the full year, we lost approximately 300,000 net video subscribers across all markets. At December 31, 2016, we had 1.14 million linear video subscribers that are served with FiOS or Vantage video service. In addition to our linear video subscribers, we have 274,000 DISH satellite video customers.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

2016 REVENUE COMPARED TO 2015

	For the Year Ended December 31,
	2016										2015
					Frontier Legacy (excluding CTF Operations)
	Consolidated		CTF				$ Increase		% Increase
($ in millions)	Amount		Operations		Amount		(Decrease)		(Decrease)		Amount
Voice services	$	2,886	$	1,077	$	1,809	$	(213)	(11)	%	$	2,022
Data and Internet services		3,693		1,366		2,327		(10)	(0)	%		2,337
Video services		1,244		978		266		(19)	(7)	%		285
Other		276		26		250		(5)	(2)	%		255
Customer revenue		8,099		3,447		4,652		(247)	(5)	%		4,899
Switched access and
subsidy		797		175		622		(55)	(8)	%		677
Total revenue	$	8,896	$	3,622	$	5,274	$	(302)	(5)	%	$	5,576

	For the Year Ended December 31,
	2016										2015
					Frontier Legacy (excluding CTF Operations)
	Consolidated		CTF				$ Increase		% Increase
($ in millions)	Amount		Operations		Amount		(Decrease)		(Decrease)		Amount
Consumer	$	4,383	$	2,092	$	2,291	$	(141)	(6)	%	$	2,432
Commercial		3,716		1,355		2,361		(106)	(4)	%		2,467
Customer revenue		8,099		3,447		4,652		(247)	(5)	%		4,899
Switched access and
subsidy		797		175		622		(55)	(8)	%		677
Total revenue	$	8,896	$	3,622	$	5,274	$	(302)	(5)	%	$	5,576

REVENUE

Consolidated total revenue for 2016 increased $3,320 million to $8,896 million as compared to 2015. Excluding additional revenue of $3,622 million in 2016 attributable to CTF operations, our revenue for 2016 decreased $302 million, or 5%, as compared to 2015. This decline in 2016 is primarily the result of decreases in voice services revenues and lower switched and nonswitched access revenue, partially offset by an increase in data services revenue, each as described in more detail below.

Customer revenue for the year ended December 31, 2016 increased $3,200 million to $8,099 million as compared to 2015. Excluding additional customer revenue of $3,447 million attributable to the CTF Operations, our customer revenue for 2016 decreased $247 million, or 5%, as compared to 2015.

Consolidated consumercustomer revenue for the year ended December 31, 2016 increased $1,951 million, or 80%, as compared to 2015. Consolidated consumercustomer revenue for the year ended December 31, 2016 included $2,092 million of revenue attributable to the CTF Operations. Consumer customer revenues for our legacy operations for the year ended December 31, 2016 decreased $141 million, or 6%, compared to 2015, primarily as a result of decreases in voice services revenue, partially offset by increases in data services revenue. Similar to other wireline providers, we have experienced declines in the number of traditional voice customers and switched access minutes of use as a result of competition and the availability of substitutes, a trend we expect to continue. The consolidated monthly average revenue per customer (ARPC) for our consumer customers increased 21% for the year ended December 31, 2016 as compared to 2015. The overall increase in consumer ARPC is a result of higher video revenue from our CTF Operations and improvements in data services revenue for our legacy operations, partially offset by lower voice services revenue.

Consolidated commercial customer revenue for 2016 increased $1,249 million, or 51%, as compared to 2015. Consolidated commercial customer revenue for 2016 included $1,355 million of revenue attributable to the CTF Operations. Commercial customer revenue for our legacy operations declined $106 million, or 4%, as compared to

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

2015, principally as a result of decreases in our voice services revenue and wireless backhaul revenue. The consolidated ARPC for our commercial customers decreased 2%, for the year ended December 31, 2016 as compared with 2015. The commercial ARPC decrease is primarily attributable to our CTF markets having lower ARPC per SME (small business, medium business and larger enterprise customers) customer and proportionally fewer wholesale customers relative to total business customers as compared to our legacy markets.

Consolidated switched access and subsidy revenue of $797 million represented 9% of our revenues for 2016. Switched access revenue was $170 million in 2016, or 2% of our revenues, down from $177 million, or 3% of our revenues, in 2015. The Report and Order released by the FCC on November 18, 2011 (the 2011 Order) provided for the gradual elimination of terminating traffic charges by 2017. Switched access revenue declined sequentially in the third quarter of 2016, reflecting the rate reductions mandated by the 2011 Order, and we anticipate that we have experienced nearly all of the rate decline related to the 2011 Order. We have been able to recover a significant portion of these lost revenues through end user rates and other replacement support mechanisms, a trend we expect will continue throughout 2017. We expect declining revenue trends in switched access revenue to continue in 2017 in our legacy operations. Subsidy revenue, including CAF Phase II subsidies, was $626 million in 2016, or 7% of our revenues, which increased from $500 million, or 9% of our revenues, in 2015.

We categorize our products, services and other revenues among the following five categories:

Voice Services

Voice services revenue for 2016 decreased as compared with 2015, primarily due to the continued loss of voice customers and, to a lesser extent, decreases in individual feature packages, as well as long-distance revenue among those customers that do not have a bundled long-distance plan, partially offset by increased local voice charges to consumer and commercial end users.

Data and Internet Services

Data and Internet services revenue for 2016 decreased as compared with 2015. Data services revenues for 2016 increased $45 million, or 3%, primarily due to higher Frontier Secure revenues. Nonswitched access revenues decreased $55 million, or 6%, primarily due to lower monthly recurring revenues for wireless backhaul and other carrier services. We expect wireless data usage to continue to increase, which may drive the need for additional wireless backhaul capacity.

Video Services

Video services for 2016 decreased primarily due to a decrease in the total number of video subscribers.

Other

Other revenues for 2016 decreased primarily due to lower directory services revenue.

Switched Access and Subsidy

Switched access and subsidy revenue for 2016 decreased as compared to 2015. Subsidy revenues decreased $16 million, or 3% in 2016, primarily attributable to the one-time true-up payments and phasedown support recognized in 2015 in connection with the CAF Phase II program. Switched access revenue decreased $39 million, or 22%, in 2016 primarily due to the impact of the decline in minutes of use related to access line losses and the displacement of minutes of use by wireless and other communications services, combined with the lower rates enacted by the FCC’s intercarrier compensation.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

2016 OPERATING EXPENSES COMPARED TO 2015

NETWORK ACCESS EXPENSE

	For the Year Ended December 31,
	2016										2015
					Frontier Legacy (excluding CTF Operations)
	Consolidated		CTF				$ Increase		% Increase
($ in millions)	Amount		Operations		Amount		(Decrease)		(Decrease)		Amount
Network access expenses	$	1,470	$	852	$	618	$	(22)	(3)	%	$	640

Network access expenses include access charges and other third-party costs directly attributable to connecting customer locations to our network and video content costs. Such access charges and other third-party costs exclude network related expenses, depreciation and amortization, and employee related expenses.

Network access expenses for 2016 decreased in our legacy markets, primarily due to lower long-distance costs and video content costs as a result of a decline in video customers, partially offset by increases in customer premise equipment costs, pole and conduit rental expense, and Frontier Secure costs.

NETWORK RELATED EXPENSES

	For the Year Ended December 31,
	2016										2015
					Frontier Legacy (excluding CTF Operations)
	Consolidated		CTF				$ Increase		% Increase
($ in millions)	Amount		Operations		Amount		(Decrease)		(Decrease)		Amount
Network related expenses	$	1,887	$	623	$	1,264	$	(23)	(2)	%	$	1,287

Network related expenses for 2016 decreased due to lower compensation costs, primarily related to decreased employee headcount, and certain benefits, including incentive compensation, pension and OPEB expense (as discussed below), and a reduction in rental costs for vehicles under operating leases that were modified during 2016, resulting in the classification as capital leases.

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

	For the Year Ended December 31,
	2016										2015
					Frontier Legacy (excluding CTF Operations)
	Consolidated		CTF				$ Increase		% Increase
($ in millions)	Amount		Operations		Amount		(Decrease)		(Decrease)		Amount
Selling, general and
administrative expenses	$	2,093	$	731	$	1,362	$	16	1	%	$	1,346

SG&A expenses for 2016 increased due to higher costs for compensation, primarily related to increased employee headcount due to additional services provided by Frontier Secure, and certain benefits, including pension and OPEB expense (as discussed below), partially offset by lower incentive compensation for the year.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Pension and OPEB Costs

Total consolidated pension and OPEB costs, excluding special termination benefits of $26 million in 2016, for the years ended December 31, 2016 and 2015 were as follows:

	For the year ended December 31,
($ in millions)	2016		2015
Total pension/OPEB expense	$	129	$	95
Less: capitalized into
capital expenditures		(25)		(20)
Net pension/OPEB costs	$	104	$	75

DEPRECIATION AND AMORTIZATION

	For the year ended December 31,
	2016										2015
					Frontier Legacy (excluding CTF Operations)
	Consolidated		CTF				$ Increase		% Increase
($ in millions)	Amount		Operations		Amount		(Decrease)		(Decrease)		Amount
Depreciation expense	$	1,388	$	439	$	949	$	(34)	(3)	%	$	983
Amortization expense		643		361		282		(55)	(16)	%		337
	$	2,031	$	800	$	1,231	$	(89)	(7)	%	$	1,320

Depreciation and amortization expense for 2016 decreased primarily due to the accelerated method of amortization related to the customer base that was acquired in our 2010 Acquisition with Verizon and in the Connecticut Acquisition, combined with changes in the remaining useful lives of certain plant assets and a lower net asset base. There was also an increase in depreciation expense as a result of more of the vehicle fleet being financed under capital leases than operating leases.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

RESTRUCTURING COSTS AND OTHER CHARGES

	For the year ended December 31,
	2016									2015
					Frontier Legacy (excluding CTF Operations)
	Consolidated		CTF				$ Increase		% Increase
($ in millions)	Amount		Operations		Amount		(Decrease)		(Decrease)	Amount
Restructuring costs
and other charges	$	91	$	34	$	57	$	55	NM	$	2
NM - Not meaningful

Restructuring costs and other charges increased in 2016 compared to 2015 primarily due to a reduction in the workforce of approximately 1,950 employees resulting in an increase in severance and related expenses of $30 million and pension/OPEB special termination benefit enhancements of $25 million.

ACQUISITION AND INTEGRATION COSTS

	For the year ended December 31,
	2016						2015
			$ Increase		% Increase
($ in millions)	Amount		(Decrease)		(Decrease)		Amount
CTF Acquisition	$	435	$	239	122	%	$	196
Connecticut Acquisition		1		(39)	(98)	%		40
Total acquisition and integration costs	$	436	$	200	85	%	$	236

We invested $142 million and $129 million in capital expenditures related to the CTF Acquisition during the years ended December 31, 2016 and 2015, respectively.

We also invested $24 millionin capital expenditures related to the Connecticut Acquisition during 2015.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

OTHER NON-OPERATING INCOME AND EXPENSE

	For the year ended December 31,				$ Increase		% Increase
($ in millions)	2016		2015		(Decrease)		(Decrease)
Investment and other income, net	$	27	$	7	$	20	286	%
Losses on early extinguishment of debt
and debt exchanges	$	7	$	-	$	7	0	%
Interest expense	$	1,531	$	1,113	$	418	38	%
Income tax expense (benefit)	$	(250)	$	(165)	$	(85)	52	%

Investment and Other Income, Net

Investment and other income, net for 2016 increased $20 million due to a gain on expiration/settlement of customer advances combined withhigher interest and dividend income of $6 million, primarily due to interest earned on restricted cash during 2016.  

Loss on Extinguishment of Debt and Debt Exchanges

During the year ended December 31, 2016, Frontier recorded a loss of $7 million resulting from the exchange of senior notes during the year.

Interest expense

Interest expense for 2016 increased, primarily due to additional interest of $755 million in 2016 on the $6 billion senior notes offering and the $1,625 million term loan facility related to the CTF Acquisition. We incurred commitment fees of $10 million and $184 million for the Verizon Bridge Facility (as defined below) related to the CTF Acquisition during 2016 and 2015, respectively. Our composite average borrowing rate as of December 31, 2016 and 2015 was 8.55% and 8.99%, respectively.There was also an increase in interest expense as a result of more of the vehicle fleet being financed under capital leases than operating leases.

Income tax expense (benefit)

Income tax benefit for 2016 increased compared to 2015,  primarily due to the increase in pretax loss. The effective tax rate on our pretax loss for 2016 was 40.2% as compared with 45.8% for 2015. Income taxes for 2016 include the impact of $36 million of tax benefits resulting primarily from the adjustment of deferred tax balances due to the CTF Acquisition in 2016.

We received$120 million in tax refunds in 2016 as compared to net cash taxes paid of $28 million in 2015.

Net loss attributable to Frontier common shareholders

Net loss attributable to Frontier common shareholders for 2016 was a net loss of $587 million, or $7.61 per share, as compared to a net loss of $316 million, or $4.41 per share, in 2015.

Diluted net loss attributable to Frontier common shareholders

Diluted net loss attributable to Frontier common shareholders for 2016 was a net loss of $587 million, or $7.61 per share, as compared to a net loss of $316 million, or $4.41 per share, in 2015.

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(b)  Liquidity and Capital Resources

Analysis of Cash Flows

As of December 31, 2017, we had unrestricted cash and cash equivalents aggregating $362 million and restricted cash of $14 million. Restricted cash represents funds held as collateral by certain insurance carriers, of which $7 million was released in January 2018, and the remainder expected to be released in the first quarter of 2018. Our primary source of funds during 2017 was cash generated from operations, restricted and unrestricted cash, and additional borrowings. In 2017, we used cash flow from operations, restricted cash, and cash on hand to principally fund all of our cash investing and financing activities, primarily capital expenditures, dividends, and debt repayments. On April 1, 2016, we used the restricted cash obtained from net proceeds of the September 2015 senior notes offering and June 2015 equity offerings, along with additional borrowings and cash on hand, to finance the CTF Acquisition.

At December 31, 2017, we had a working capital deficit of $1,185 million, including $656 million of long-term debt due within one year, as compared to a working capital deficit of $788 million at December 31, 2016. The decline in working capital is primarily due to an increase in long term debt due within one year of $293 million as compared to the prior year related to senior notes reaching maturity during 2018.  Although we have a working capital deficit as of December 31, 2017, after deducting current debt maturities, the majority of the balance relates to current advanced billings of $270 million that will be recognized as revenue over the next twelve months. 

Cash Flows provided by Operating Activities

Cash flows provided by operating activities increased $174 million, or 10%, to $1,850 million in 2017 as compared to 2016. The increase was primarily the result of the addition of our CTF operations, partially offset by unfavorable changes in working capital along with higher interest expense and acquisition and integration costs.

We received $51 million in tax refunds in 2017 as compared to tax refunds of $120 million and net cash taxes paid of $28 million in 2016 and 2015, respectively.

In connection with the CTF and Connecticut Acquisitions, Frontier recognized acquisition and integration costs of $25 million during 2017 compared to $436 million during 2016. Interest expense of $755 million was incurred during 2016 related to the September 2015 debt offering and the JPM Credit Agreement (as defined below) compared to $189 million in interest expense during 2015. Additionally, Frontier incurred $10 million of interest expense related to the Verizon Bridge Facility in 2016 compared to $184 million during 2015.  

Cash Flows used by Investing Activities

Capital Expenditures

In 2017,  2016 and 2015, our capital expenditures were, respectively, $1,188 million, $1,401 million and $863 million (including $34 million, $142 million and $153 million of integration-related capital expenditures in 2017, 2016 and 2015, respectively, associated with the CTF Acquisition and the Connecticut Acquisition). In addition to the capital expenditures mentioned above, network expansion funded by the previously received Connect America Fund (CAF) Phase I funds amounted to $22 million in 2015. Capital expenditures related to CAF Phase II are included in our reported amounts for capital expenditures.

CTF Acquisition

On April 1, 2016, Frontier acquired the wireline operations of Verizon in California, Texas and Florida for a purchase price of $10,540 million in cash and assumed debt (the CTF Acquisition), pursuant to the February 5, 2015 Securities Purchase Agreement, as amended. In addition, Frontier and Verizon settled the working capital and net debt adjustments with $15 million paid to Frontier in October 2016.

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Cash Flows used by and provided from Financing Activities

Proceeds from Long Term Debt Borrowings

During 2017, 2016, and 2015 we borrowed $1,500 million, $1,940 million, and $6,603 million, respectively, of debt consisting of $1,500 million, $1,940 million, and $3 million, respectively, of senior secured debt.  Refer to note 7 for details of the specific transactions.

Debt Reduction

During 2017, 2016 and 2015, we retired an aggregate principal amount of $1,815 million, $453 million and $298 million, respectively, of debt consisting of $1,655 million, $23 million and $295 million, respectively, of senior unsecured debt and $1 million during 2016 and 2015, of rural utilities service loan contracts. Of these amounts, $159 million, $430 million and $3 million of related to secured debt during 2017, 2016 and 2015, respectively. Refer to note 7 for details of the specific transactions.

Subject to limitations contained in our indentures and credit facilities, we may from time to time make repurchases of our debt in the open market, through tender offers, by exercising rights to call or in privately negotiated transactions. We may also refinance existing debt or exchange existing debt for newly issued debt obligations.

Common Stock Offering

On June 10, 2015, prior to the reverse stock split, we completed a registered offering of 150,000,000 shares of our common stock, par value $0.25 per share, at an offering price of $5 per share. On June 24, 2015, Frontier issued an additional 15,000,000 shares of common stock in connection with the over-allotment option that was exercised in full by the underwriters. Aggregate net proceeds were approximately $799 million after deducting commissions and expenses. We used the net proceeds from this offering to fund a portion of the acquisition price of the CTF Acquisition and for related fees and expenses.

Mandatory Convertible Preferred Stock (Series A) Offering

On June 10, 2015, we also completed a registered offering of 17,500,000 shares of our 11.125% Mandatory Convertible Preferred Stock, Series A, par value $0.01 per share (the “Series A Preferred Stock”), at an offering price of $100 per share. On June 24, 2015, Frontier issued an additional 1,750,000 shares of Series A Preferred Stock in connection with the over-allotment option that was exercised in full by the underwriters. Aggregate net proceeds of the offering were $1,866 million after deducting commissions and expenses. We used the net proceeds from this offering to fund a portion of the acquisition price of the CTF Acquisition and for related fees and expenses.  All shares of Series A Preferred Stock will convert to common stock on June 30, 2018 at a ratio of 1.33:1.

Capital Resources

Our primary source of cash is cash flows from operations. We believe our operating cash flows, existing cash balances, existing revolving credit facility and access to the capital markets, as necessary, will be adequate to finance our working capital requirements, fund capital expenditures, make required debt interest and principal payments, pay taxesand support our short-term and long-term operating strategies for the next twelve months. A number of factors, including but not limited to, losses of customers, pricing pressure from increased competition, lower subsidy and switched access revenues, and the impact of economic conditions may negatively affect our cash generated from operations. As of December 31, 2017, we had $656 million and $804 million of debt maturing in 2018 and 2019, respectively.

Term Loan and Credit Facilities

On February 27, 2017, Frontier entered into a first amended and restated credit agreement with JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto, pursuant to which Frontier combined its revolving credit agreement, dated as of June 2, 2014, and its term loan credit agreement, dated as of August 12, 2015. Under the JPM Credit Agreement, as further amended on June 15, 2017 by Increase Joinder No.1 (as so amended, the JPM Credit Agreement), Frontier has a $1,625 million senior secured term loan A facility (the Term Loan A) maturing on March 31, 2021, an $850 million undrawn secured revolving credit facility maturing on February 27, 2022 (the Revolver), and $1,500 million senior secured term loan B facility (the Term Loan B) maturing on June 15, 2024. The determination of interest rates for each of the facilities under the JPM Credit Agreement is based on margins over the Base Rate (as defined in the JPM Credit Agreement) or over LIBOR, at the election of Frontier. Interest rate margins on the Term Loan A and Revolver (ranging from 0.75% to 1.75% for Base Rate borrowings and 1.75% to 2.75% for LIBOR borrowings) are subject to adjustment based on Frontier’s Total Leverage Ratio (as defined in the JPM Credit Agreement). The interest rate on the Term Loan A as of December 31, 2017 was LIBOR plus 2.75%. Interest rate margins on the Term Loan B (2.75% for Base Rate borrowings and 3.75% for LIBOR borrowings) are not subject to adjustment. The security package under the JPM Credit Agreement, which includes pledges of the equity interests in

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certain Frontier subsidiaries and guaranties by certain Frontier subsidiaries. As of December 31, 2017, no borrowing had been made under the revolving credit facility. Letters of credit, which may be issued under the revolver up to a maximum of $134 million, reduce available borrowing capacity under the revolving credit facility. Letters of credit issued under the revolver totaled $63 million and $0 as of December 31, 2017 and 2016, respectively. The revolving credit facility is available for general corporate purposes but may not be used to fund dividend payments if the undrawn amount under the revolver is less than $250 million.

Frontier has two senior secured credit agreements with CoBank, ACB, as administrative agent, lead arranger and a lender, and the other lenders party thereto: the first, drawn in 2011 (the 2011 CoBank Credit Agreement), was refinanced on October 12, 2016 with a similar facility for $315 million, maturing on October 12, 2021 (the 2016 CoBank Credit Agreement), and the second, drawn in 2014 (the 2014 CoBank Credit Agreement), matures on October 24, 2019.

On March 29, 2017, Frontier amended the 2014 and 2016 CoBank Credit Agreements. The amendments provide that interest rate margins under each of these facilities will range from 0.875% to 3.875% for Base Rate borrowings and 1.875% to 4.875% for LIBOR borrowings, subject to adjustment based on our Total Leverage Ratio, as defined in each credit agreement. The interest rate on each of the facilities as of December 31, 2017 was LIBOR plus 3.875%. In addition, the amendments provide for increases in the maximum Leverage Ratio and expansion of the security package identical to those contained in the JPM Credit Agreement.

On January 25, 2018 Frontier further amended its credit agreements with JP Morgan Chase and CoBank (JPM Credit Amendment).  The amendments expand the security package to include interests of certain subsidiaries previously not pledged and also update the net leverage ratio maintenance test covenant, which provides Frontier with greater flexibility in executing on operational initiatives going forward, as detailed in the section below.

Letters of Credit Facility

Frontier has a Continuing Agreement for Standby Letters of Credit with Deutsche Bank AG New York Branch and Bank of Tokyo – Mitsubishi UFJ, LTD. (the LC Agreements), Frontier can also issue letters of credit under the revolver up to a maximum of $134 million. As of December 31, 2017, $129 million and $63 million of undrawn Standby Letters of Credit had been issued under the LC Agreements and revolver respectively. Borrowings under the LC Agreements are secured by a security package identical to those contained in the JPM Credit Amendment.

Covenants

The terms and conditions contained in our indentures, the CoBank Credit Agreements, and the JPM Credit Agreement include the timely payment of principal and interest when due, the maintenance of our corporate existence, keeping proper books and records in accordance with GAAP, restrictions on the incurrence of liens on our assets securing indebtedness and our subsidiaries’ assets, restrictions on the incurrence of indebtedness by our subsidiaries and restrictions on asset sales and transfers, mergers and other changes in corporate control subject to important qualifications and exceptions. We would be restricted from declaring dividends by the CoBank Credit Agreements and the JPM Credit Agreement if an event of default occurred and was continuing at the time or would result from the dividend declaration. In addition, under the Certificate of Designations of our 11.125% Mandatory Convertible Preferred Stock, Series A, we would be restricted from paying dividends on our common stock if we failed to declare and pay dividends on our Series A Preferred Stock.

The JPM Credit Amendment replaced Frontiers existing net leverage ratio test with a first lien net leverage ratio maintenance test which provides for a maximum first lien net leverage ratio of 1.50 to 1.00 as of the last day of any fiscal quarter, stepping down to 1.35 to 1.00 for the fiscal quarters ending June 30, 2020 and thereafter. The Amendments also modify the covenants to provide for junior lien capacity on any indebtedness permitted under the credit agreements, while limiting the incurrence of first lien debt. Additionally, the amendment prohibit us from using proceeds from our revolving credit facility to fund dividend payments if the undrawn amount under the revolver is less than $250 million, and we may not pay dividends on our common stock in excess of $2.40 per share in any fiscal year.

Indentures for our senior unsecured debt obligations limit our ability to create liens on our assets securing indebtedness and our subsidiaries’ assets or merge or consolidate with other companies, our subsidiaries’ ability to borrow funds and to engage in change of control transactions, subject to important exceptions and qualifications. The indentures for our 8.875% Senior Notes due 2020, our 10.50% Senior Notes due 2022, and our 11.00% Senior Notes due 2025 contain covenants that are customary for similarly rated issuers. Among other things, these covenants limit our ability to incur additional indebtedness if our leverage ratio exceeds 4.5 to 1 (as defined in the indentures), limits liens and subsidiary debt to 1.25 times EBITDA (as defined in the indentures), limits cumulative restricted payments,

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including dividends, to cumulative EBITDA less 1.4 times cumulative interest expense (as defined in the indenture), if our leverage ratio does not exceed 4.5 to 1, and limits cumulative restricted payments, including dividends, to a lesser amount during periods, if any, in which our leverage ratio exceeds 4.5 to 1, and restricts our ability to divest substantially all of the assets of Frontier.

As of December 31, 2017, we were in compliance with all of our indenture and credit facility covenants.

Dividends

The Board of Directors has suspended the quarterly cash dividend on the Company’s common stock beginning with the first quarter of 2018. The declaration and payment of future dividends on our common stock is at the discretion of our Board of Directors, and will depend upon many factors, including our financial condition, results of operations, growth prospects, funding requirements, payment of cumulative dividends on Series A Preferred Stock, applicable law, restrictions in agreements governing our indebtedness and other factors our Board of Directors deem relevant.

Off-Balance Sheet Arrangements

We do not maintain any off-balance sheet arrangements, transactions, obligations or other relationships with unconsolidated entities that would be expected to have a material current or future effect upon our financial statements.

Future Contractual Obligations and Commitments

A summary of our future contractual obligations and commercial commitments as of December 31, 2017 is as follows:

			Payments due by period
($ in millions)	Total		2018		2019		2020		2021		2022		Thereafter
Long-term debt obligations,
excluding interest	$	17,863	$	656	$	804	$	1,132	$	2,558	$	2,703	$	10,010
Interest on long-term debt		11,136		1,488		1,437		1,380		1,246		1,128		4,457
Operating lease obligations		571		80		25		29		26		23		388
Capital lease obligations		119		41		29		19		12		9		9
Financing lease obligations		100		9		9		10		10		10		52
Purchase obligations		126		37		40		31		7		2		9
Liability for uncertain tax positions		12		1		-		1		-		-		10
Total	$	29,927	$	2,312	$	2,344	$	2,602	$	3,859	$	3,875	$	14,935

During 2017, we increased our outstanding performance letters of credit from $125 million to $192 million at December 31, 2017.

On April 29, 2015, the FCC released its right of first refusal offer of support to price cap carriers under the CAF Phase II program, which is intended to provide long-term support for broadband in high-cost unserved or underserved areas. In June 2015, Frontier accepted the CAF Phase II offer, which provides for $332 million in annual support, including $49 million in annual support related to the properties acquired in the CTF Acquisition, through 2020 to make available 10 Mbps downstream/1 Mbps upstream broadband service to approximately 774,000 households across certain of the 29 states where we now operate.

To the extent we do not enable the required number of households with 10 Mbps downstream/1 Mbps upstream broadband service by the end of the CAF Phase II term, we will be required to return a portion of the funds previously received.

Critical Accounting Policies and Estimates

The preparation of our financial statements requires management to make estimates and assumptions. There are inherent uncertainties with respect to such estimates and assumptions; accordingly, it is possible that actual results could differ from those estimates and changes to estimates could occur in the near term. The estimates which require the most significant judgment are listed below.

These critical accounting estimates have been reviewed with our independent registered public accounting firm and with the Audit Committee of our Board of Directors. For a discussion of these and other accounting policies, see Note 1 of the Notes to Consolidated Financial Statements.

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Allowance for Doubtful Accounts

We maintain an allowance for doubtful accounts based on our estimate of our ability to collect accounts receivable.  Our estimates are based on assumptions and other considerations, including payment history, customer financial performance, carrier billing disputes and aging analysis. Our estimation process includes general and specific reserves and varies by customer category. In 2017 and 2016, we had no “critical estimates” related to bankruptcies of communications companies or any other significant customers. See Notes 1 and 4 of the Notes to Consolidated Financial Statements for additional discussion.

Indefinite-lived Intangibles

Our indefinite-lived intangibles consist of goodwill and trade name, which were generated as a result of business combinations. We test for impairment of these assets annually as of December 31 or more frequently, whenever events occur, or facts and circumstances change that make it more likely than not that the fair value of a reporting unit has been reduced below its carrying amount. Events that might indicate impairment include, but are not limited to, strategic decisions made in response to economic and competitive conditions, the impact of the economic environment on our customer base, material negative changes in relationships with significant customers, and/or a significant decline in our stock price for a sustained period.

We early adopted ASU 2017-04 “Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment” (“ASU 2017-04”) during the second quarter of 2017. In accordance with ASU 2017-04, our annual goodwill impairment test (and interim test if determined to be necessary) will consist of comparing the fair value of our reporting unit to its carrying value. To the extent that the carrying value exceeds fair value, an impairment will be recognized. 

For the purpose of our goodwill impairment test, we first assess qualitative factors to determine if it is more likely than not that fair value of the reporting unit is less than the carrying amount. If it is less, an additional quantitative evaluation must be performed. Our quantitative assessment consists of using a market multiples approach to determine fair value.  Marketplace company comparisons and analyst reports within the wireline telecommunications industry have historically supported a range of fair values of multiples between 4.4x and 6.5x annualized EBITDA (defined as operating income, net of acquisition and integration costs, pension/OPEB expense, pension settlement costs, stock-based compensation expense, goodwill impairment, storm-related costs, and restructuring costs and other charges, as well as depreciation and amortization).

During 2017, our common stock declined and traded at historically low prices. As a result, we tested goodwill for impairment in each of the four quarters in 2017. Our second and fourth quarter quantitative assessments indicated that the carrying value of the enterprise exceeded its fair value and, therefore, an impairment existed.  We recorded goodwill impairments totaling $2,748 million for 2017.  The driver for the impairment in the second quarter was a reduction in our profitability and utilized EBITDA estimate, which when applied to our market multiple resulted in a lower enterprise valuation.  During the fourth quarter, the impairment was largely driven by a lower enterprise valuation resulting from a reduction in utilized market multiple from 5.8x to 5.5x reflecting our lower stock price and a lower outlook for wireline communications companies.  The revaluation of our net deferred tax liabilities which resulted from the enactment of Tax Cut and Job Act, caused further goodwill impairment (see Note 12). The first and third quarter quantitative assessments, did not result in goodwill impairment charges. In estimating the enterprise fair value we used 5.8x as the multiple for the first three quarters of 2017 and 5.5x for the fourth quarter test. 

The market multiples approach that we use incorporates significant estimates and assumptions related to the forecasted results for the remainder of the year, including revenues, expenses, and the achievement of other cost synergies. Our assessment includes many qualitative factors that require significant judgment. Alternative interpretations of these factors could have resulted in different conclusions regarding the need for, or size of, an impairment.  Continued declines in our profitability or cash flows or in sustained low trading prices of our common stock may result in further impairment. 

The enterprise fair value is sensitive to the amount of EBITDA generated by Frontier and the EBITDA multiple used in the calculation. Significant changes in the assumptions or estimates used in our impairment analyses, such as a reduction in profitability and/or cash flows, could result in a non-cash goodwill and indefinite-lived intangible asset impairment charge and materially affect our operating results. The market multiples approach is sensitive to changes in the estimated annual EBITDA, with each $100 million change equating to approximately $550 million of estimated enterprise value. Similarly, a ten-basis point change in the multiple used would affect the estimated enterprise value by approximately $355 million. Sustained low trading prices for our common stock could also affect the reconciliation of our market capitalization and indicate further impairment.

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We also considered whether the carrying values of finite-lived intangible assets and property plant and equipment may not be recoverable or whether the carrying value of certain finite-lived intangible assets were impaired, noting noimpairment was present as of December 31, 2017.

Depreciation and Amortization

The calculation of depreciation and amortization expense is based upon the estimated useful lives of the underlying property, plant and equipment and identifiable finite-lived intangible assets. Depreciation expense is principally based on the composite group method for substantially all of our property, plant and equipment assets. The estimates for remaining lives of the various asset categories are determined annually, based on an independent study. Among other considerations, these studies include models that consider actual usage, replacement history and assumptions about technology evolution for each category of asset. The latest study was completed in the fourth quarter of 2017 and did not result in any significant changes in remaining lives for any of our asset categories. A one year decrease in the estimated useful lives of our property, plant and equipment would result in an increase of approximately $180 million to depreciation expense.

Our finite-lived intangibles consist principally of customer base; $2,760 million from the 2010 Acquisition, $570 million from the Connecticut Acquisition and $2,190 million from the CTF Acquisition. These customer bases are being amortized on an accelerated method because this method most closely resembles the projected underlying revenue streams. In assigning lives, which range from between eight and 12 years, a separate evaluation and determination is made for consumer and commercial customers.

See Notes 5 and 6 of the Notes to Consolidated Financial Statements for additional discussion.

Asset Impairments

We review long-lived assets to be held and used, including customer lists and long-lived assets to be disposed of for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. When triggering events are identified,recoverability of assets to be held and used is measured by comparing the carrying amount of the asset to the future undiscounted net cash flows expected to be generated by the asset. Recoverability of assets held for sale is measured by comparing the carrying amount of the assets to their estimated fair market value. If any assets are considered to be impaired, the impairment is measured by the amount by which the carrying amount of the assets exceeds the estimated fair value. Also, we periodically reassess the useful lives of our tangible and intangible assets to determine whether any changes are required.

Pension and Other Postretirement Benefits

We sponsor a defined benefit pension plan covering a significant number of our current and former employees as well as other postretirement benefit plans that provide medical, dental, life insurance and other benefits for covered retired employees and their beneficiaries and covered dependents. As of December 31, 2017, the unfunded benefit obligation for these plans recorded on our consolidated balance sheet was $1,705 million. During 2017, we contributed $75 million to these plans net of the differential (see note 17), and recorded $208 million of expense before capitalization, including $83 million of pension settlement costs and $5 million of special termination benefits. Pension and other postretirement benefit costs and obligations are dependent upon various actuarial assumptions, the most significant of which are the discount rate and the expected long-term rate of return on plan assets.

Our discount rate assumption is determined annually with assistance from our actuaries based on the pattern of expected future benefit payments and the prevailing rates available on long-term, high quality corporate bonds with durations approximate to that of our benefit obligation. As of December 31, 2017, and 2016, we utilized an estimation technique that is based upon a settlement model (Bond:Link) that permits us to closely match cash flows to the expected payments to participants. This rate can change from year-to-year based on market conditions that affect corporate bond yields.

We are utilizing a discount rate of 3.70% as of December 31, 2017 for our qualified pension plan, compared to rates of 4.10% and 4.50% in 2016 and 2015, respectively. The discount rate for postretirement plans as of December 31, 2017 was a range of 3.70% to 3.80% compared to a range of 4.10% to 4.30% in 2016 and 4.50% to 4.70% in 2015.

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In the following table, we show the estimated sensitivity of our pension and other postretirement benefit plan liabilities to a 25 basis point change in the discount rate as of December 31, 2017:

($ in millions)	Increase in Discount Rate of 25 bps		Decrease in Discount Rate of 25 bps
Pension plans
Projected benefit obligation	$	(83)	$	87
Other postretirement plans
Accumulated postretirement benefit obligation	$	(36)	$	38

In developing the expected long-term rate of return assumption, we considered published surveys of expected market returns, 10 and 20 year actual returns of various major indices, and our own historical 5 year, 10 year and 20 year investment returns. The expected long-term rate of return on plan assets is based on an asset allocation assumption of 40% in long-duration fixed income securities, and 60% in equity securities and other investments. We review our asset allocation at least annually and make changes when considered appropriate. Our asset return assumption is made at the beginning of our fiscal year. In 2017, 2016 and 2015, our expected long-term rate of return on plan assets was 7.50%, 7.50% and 7.75%, respectively. Our actual return on plan assets in 2017was 16.50%. For 2018, we will assume a rate of return of 7.50%. Our pension plan assets are valued at fair value as of the measurement date.

For additional information regarding our pension and other postretirement benefits see Note 17 to the Notes to Consolidated Financial Statements.

Income Taxes

We file a consolidated federal income tax return. We utilize the asset and liability method of accounting for income taxes. Under the asset and liability method, deferred income taxes are recorded for the tax effect of temporary differences between the financial statement basis and the tax basis of assets and liabilities using tax rates expected to be in effect when the temporary differences are expected to reverse. Actual income taxes could vary from these estimates due to future changes in governing law or review by taxing authorities.

We use a “more likely than not” threshold to the recognition and derecognition of uncertain tax positions either taken or expected to be taken in Frontier’s income tax returns. The total amount of our gross tax liability for tax positions that may not be sustained under a “more likely than not” threshold amounts to $12 million as of December 31, 2017 including interest of $1 million. For additional information regarding our accounting for income taxes see Note 12 of the Notes to Consolidated Financial Statements.

Business Combinations

We allocate the total cost of an acquisition to the underlying net assets based on their respective estimated fair values. As part of this allocation process, we identify and attribute values and estimated lives to the intangible assets acquired. These determinations involve significant estimates and assumptions about several highly subjective variables, including future cash flows, discount rates, and asset lives. There are also different valuation models for each component, the selection of which requires considerable judgment. Our estimates and assumptions may be based, in part, on the availability of listed market prices or other transparent market data. These determinations will affect the amount of amortization expense recognized in future periods. We base our fair value estimates on assumptions we believe are reasonable, but recognize that the assumptions are inherently uncertain. Depending on the size of the purchase price of a particular acquisition and the mix of intangible assets acquired, the purchase price allocation could be materially impacted by applying a different set of assumptions and estimates. Frontier allocated $9,871 million and $2,018 million in total consideration to the “fair market value” of the assets and liabilities acquired in the CTF Acquisition and the Connecticut Acquisition, respectively. The estimates of the fair values assigned to property, plant and equipment, customer list and goodwill, are more fully described in Note 3 of the Notes to Consolidated Financial Statements.

Recent Accounting Pronouncements

See Note 2 of the Notes to Consolidated Financial Statements included in Part IV of this report for additional information related to recent accounting pronouncements.

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Item 7A.  Quantitative and Qualitative Disclosures about Market Risk

We are exposed to market risk in the normal course of our business operations due to ongoing investing and funding activities, including those associated with our pension plan assets. Market risk refers to the potential change in fair value of a financial instrument as a result of fluctuations in interest rates and equity prices. We do not hold or issue derivative instruments, derivative commodity instruments or other financial instruments for trading purposes. As a result, we do not undertake any specific actions to cover our exposure to market risks, and we are not party to any market risk management agreements other than in the normal course of business. Our primary market risk exposures from interest rate risk and equity price risk are as follows:

Interest Rate Exposure

Our exposure to market risk for changes in interest rates relates primarily to the interest-bearing portion of our pension investment portfolio and the related actuarial liability for pension obligations, as well as our floating rate indebtedness. As of December 31, 2017,  80% of our long-term debt had fixed interest rates. We had no interest rate swap agreements related to our fixed rate or variable rate debt in effect at December 31, 2017 and 2016. We believe that our currently outstanding obligation exposure to interest rate changes is minimal.

Our objectives in managing our interest rate risk are to limit the impact of interest rate changes on earnings and cash flows and to lower our overall borrowing costs. To achieve these objectives, only 20% of our outstanding borrowings at December 31, 2017 have floating interest rates. Our undrawn $850 million revolving credit facility has interest rates that float with the LIBO Rate, as defined. Consequently, we have limited material future earnings or cash flow exposures from changes in interest rates on our debt. An adverse change in interest rates would increase the amount that we pay on our variable rate obligations and could result in fluctuations in the fair value of our fixed rate obligations. Based upon our overall interest rate exposure at December 31, 2017, a near-term change in interest rates would not materially affect our consolidated financial position, results of operations or cash flows.

At December 31, 2017, the fair value of our long-term debt was estimated to be approximately $14 billion, based on prevailing interest rates, our overall weighted average borrowing rate of 8.44% and our overall weighted average maturity of approximately six years. As of December 31, 2017, there has been no significant change in the weighted average maturity applicable to our obligations since December 31, 2016.

Equity Price Exposure

Our exposure to market risks for changes in equity security prices as of December 31, 2017 is limited to our pension plan assets. We have no other security investments of any significant amount.

Our Pension Plan assets decreased from $2,766 million at December 31, 2016 to $2,674 million at December 31, 2017, a decrease of $92 million, or 3%. This decrease was a result of benefit payments of $544 million, primarily lump sum settlements of $486 million, partially offset by positive investment returns of $378 million, net of investment management and administrative fees, and contributions in excess of the Differential (as defined below) of $74 million, during 2017.

As part of the CTF Acquisition, Verizon was required to make a cash payment to Frontier for the difference in assets initially transferred by Verizon into the Pension Plan and the related obligation (the Differential). During 2017, we received the $131 million Differential payment from Verizon, and have remitted an equivalent amount to the Pension Plan as of December 31, 2017. As the Differential was reflected as a receivable of the Pension Plan at December 31, 2016, the cash funding had no impact to plan assets.

Item 8.Financial Statements and Supplementary Data

The following documents are filed as part of this Report:

1. Financial Statements - See Index on page F-1.

2. Supplementary Data - Quarterly Financial Data is included in the Financial Statements (see 1. above).

3. Schedule of Pledged Subsidiary Financial Data

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Item 9.Changes in andDisagreements with Accountants on Accounting and Financial Disclosure

None.

Item 9A.Controls and Procedures

(i)Evaluation of Disclosure Controls and Procedures

We carried out an evaluation, under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, regarding the effectiveness of our disclosure controls and procedures (as defined in Rules 13a–15(e) and 15d–15(e) under the Securities Exchange Act of 1934, as amended). Based upon this evaluation, our principal executive officer and principal financial officer concluded, as of the end of the period covered by this report, December 31, 2017, that our disclosure controls and procedures were effective.

(ii)  Internal Control Over Financial Reporting

      (a) Management’s annual report on internal control over financial reporting

Our management report on internal control over financial reporting appears on page F-2.

      (b) Report of registered public accounting firm

The report of KPMG LLP, our independent registered public accounting firm, on internal control over financial reporting appears on page F-4.

      (c) Changes in internal control over financial reporting

We reviewed our internal control over financial reporting at December 31, 2017. There have been no changes in our internal control over financial reporting identified in an evaluation thereof that occurred during the last fiscal quarter of 2017 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Item 9B.Other Information

None.

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PART III

Item 10.      Directors, Executive Officers and Corporate Governance

Certain of the information required by this Item is incorporated by reference from our definitive proxy statement for the 2018 Annual Meeting of Stockholders to be filed with the SEC pursuant to Regulation 14A within 120 days after December 31, 2017.

Executive Officers of the Registrant

Our Executive Officers as of February 28, 2018 were:

7
Name	Age	Current Position and Officer
Kenneth W. Arndt	53	Executive Vice President, Commercial Sales Operations
Donald Daniels	50	Senior Vice President and Controller
Steve Gable	44	Executive Vice President and Chief Technology Officer
Chris D. Levendos	50	Executive Vice President, Field Operations
John Maduri	56	Executive Vice President, Consumer Sales, Marketing and Product
R. Perley McBride	52	Executive Vice President and Chief Financial Officer
Daniel J. McCarthy	53	President and Chief Executive Officer and a Director
Mark D. Nielsen	53	Executive Vice President and Chief Legal Officer
Kathleen Weslock	62	Executive Vice President and Chief People Officer

There is no family relationship between the directors or executive officers. The term of office of each of the foregoing officers of Frontier is annual and will continue until a successor (if any) has been elected and qualified.

KENNETH W. ARNDT has been with Frontier since 2003 and was appointed Executive Vice President, Commercial Sales Operations, in December 2016. Mr. Arndt previously had oversight of Frontier’s operations in Connecticut, New York, Ohio, Pennsylvania and West Virginia. Before joining Frontier, Mr. Arndt served as Vice President of Marketing for Lucent Technologies and Vice President of Sales and Marketing for Commonwealth Telephone Company in Pennsylvania.

DONALD DANIELS joined Frontier in July 2014 as Senior Vice President and Controller. From October 2002 to July 2014 he held various positions with JetBlue Airways Corporation, including Corporate Controller, Chief Accounting Officer, Vice President and Controller, Assistant Controller, and Director of Financial Reporting. Prior to that Mr. Daniels held various positions of increasing responsibility at Delta Air Lines and Deloitte and Touche, LLP. Mr. Daniels is a veteran of the United States Army and a certified public accountant.

STEVE GABLE became Executive Vice President and Chief Technology Officer of Frontier in April 2015. He joined Frontier in November 2012 as Senior Vice President and Chief Information Officer. Prior to Frontier, Mr. Gable was Executive Vice President/CTO of Tribune Company while also serving as President of Tribune Digital. Before Tribune, Mr. Gable served as Vice President of Technology for Clear Channel Radio.

Chris D. Levendos joined Frontier in June 2017 as Executive Vice President of Field Operations. Mr. Levendos is responsible for the efficiency and effectiveness of operational field service delivery, upgrades, maintenance and repair. Prior to joining Frontier, Mr. Levendos worked at Google Fiber, from April 2015 to May 2017, heading Google Fiber’s Network Deployment and Operations organization. Before that, Mr. Levendos spent 26 years at Verizon, from 1989 to April 2015, last serving as Region Vice President for its New York City wireline operations. Mr. Levendos holds a bachelor’s degree from the State University of New York at Plattsburg and master’s degree from New York University and Stevens Institute of Technology.

John Maduri joined Frontier in July 2017 as Executive Vice President, Consumer Sales, Marketing & Product. He has more than 30 years of experience in the telecommunications industry. From January 2014 to December 2016, Mr. Maduri was President of Cable & Wireless Communications’ Commercial Business Unit, responsible for the strategy and growth of the B2B segment in the Caribbean and Latin America. From 2005 to 2013, Mr. Maduri was CEO of Xplornet Communications Inc. Prior to that, Mr. Maduri served as President,  TELUS Business Solutions, a telecommunications company, from 2000 to 2004. Prior to joining Telus, Mr. Maduri held positions of increasing responsibility with Rogers Communications, including Executive Vice President, Finance and Planning, and Chief Financial Officer. He began his career as a Senior Auditor at the Toronto office of Price Waterhouse.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

R. PERLEY MCBRIDE became Chief Financial Officer and Executive Vice President of Frontier on November 4, 2016. Prior to joining Frontier, Mr. McBride was the Chief Financial Officer of Cable & Wireless Communications Plc until its May 2016 acquisition by Liberty Global Plc. Previously, Mr. McBride served as Chief Financial Officer at Leap Wireless International from December 2012 through May 2014 and was part of the Executive team that led the business through its acquisition by AT&T Inc. Prior to Leap Wireless, he served as Executive Vice President of Finance at The Weather Company, owner of The Weather Channel among other assets, between 2010 and 2012. He also served in several senior financial management roles at Frontier between 1999 and 2010, and also between 1994 and 1997.

DANIEL J. McCARTHY has been with Frontier since December 1990 and is the President and Chief Executive Officer. Prior to becoming President and Chief Executive Officer in April 2015, Mr. McCarthy held other positions of responsibility at Frontier, including President and Chief Operating Officer, from April 2012 to April 2015, Executive Vice President and Chief Operating Officer, from January 2006 to April 2012, and Senior Vice President, Field Operations, from December 2004 to December 2005. Mr. McCarthy serves as a Trustee of Sacred Heart University in Fairfield, Connecticut, and of Foundations in Education for the Diocese of Bridgeport, Connecticut. He is a member of the Board of Directors of the Western Connecticut Health Network, the Board of Directors of the Business Council of Fairfield County, and a member of the Business Roundtable. He is also a director of Constellation Brands, Inc.

MARK D. NIELSEN joined Frontier in March 2014 and is Executive Vice President and Chief Legal Officer. Prior to joining Frontier, he was Associate General Counsel and Chief Compliance Officer for Praxair Inc. and Vice President and Assistant General Counsel of Raytheon Company. Before that, Mr. Nielsen served as Chief Legal Counsel, and then Chief of Staff, to Massachusetts Governor Mitt Romney from 2004 to 2007.

KATHLEEN WESLOCK joined Frontier as Executive Vice President and Chief People Officer in July 2015.  Previously, she had worked as Senior Vice President/Chief Human Resources Officer at Cisco Systems, Inc. and Senior Vice President, Chief Human Resources Officer & Internal Communications, at SunGard Data Systems. She has also worked as Director of Human Resources, Financial Advisory Services, at Deloitte and Director of Global Human Resources at the global law firm Shearman & Sterling.

Item 11.     Executive Compensation

The information required by this Item is incorporated by reference from our definitive proxy statement for the 2018 Annual Meeting of Stockholders to be filed with the SEC pursuant to Regulation 14A within 120 days after December 31, 2017.

Item 12.     Security Ownership of Certain Beneficial Owners and Management and Related Stockholder

Matters

The information required by this Item is incorporated by reference from our definitive proxy statement for the 2018 Annual Meeting of Stockholders to be filed with the SEC pursuant to Regulation 14A within 120 days after December 31, 2017.

Item 13.      Certain Relationships and Related Transactions, and Director Independence

The information required by this Item is incorporated by reference from our definitive proxy statement for the 2018 Annual Meeting of Stockholders to be filed with the SEC pursuant to Regulation 14A within 120 days after December 31, 2017.

Item 14.      Principal Accountant Fees and Services

The information required by this Item is incorporated by reference from our definitive proxy statement for the 2018 Annual Meeting of Stockholders to be filed with the SEC pursuant to Regulation 14A within 120 days after December 31, 2017.

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PART IV

Item 15.  Exhibits and Financial Statement Schedules

List of Documents Filed as a Part of This Report:

(1)    Index to Consolidated Financial Statements:

Reports of Independent Registered Public Accounting Firm

Consolidated Balance Sheets as of December 31, 2017 and 2016

Consolidated Statements of Operations for the years ended December 31, 2017, 2016 and 2015

Consolidated Statements of Comprehensive Loss for the years ended December 31, 2017, 2016 and 2015

Consolidated Statements of Equity for the years ended December 31, 2017, 2016 and 2015

Consolidated Statements of Cash Flows for the years ended December 31, 2017, 2016 and 2015

Notes to Consolidated Financial Statements

All other schedules have been omitted because the required information is included in the consolidated financial statements or the notes thereto, or is not applicable or not required.

(2) Index to Exhibits:

Exhibit No.	Description
2.1	Stock Purchase Agreement, dated as of December 16, 2013, by and between AT&T Inc. and Frontier (filed as Exhibit 2.1 to Frontier’s Current Report on Form 8-K filed on December 17, 2013).*
2.2	Securities Purchase Agreement, dated as of February 5, 2015, by and between Verizon Communications Inc. and Frontier (filed as Exhibit 2.1 to Frontier’s Current Report on Form 8-K filed on February 5, 2015).*
3.1	Restated Certificate of Incorporation (filed as Exhibit 3.200.1 to Frontier’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2000).*
3.2	Certificate of Amendment of Restated Certificate of Incorporation, effective July 31, 2008 (filed as Exhibit 3.1 to Frontier’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2008).*
3.3	Certificate of Amendment of Restated Certificate of Incorporation, effective June 28, 2010 (filed as Exhibit 99.2 to Frontier’s Current Report on Form 8-K filed July 1, 2010).*
3.4	By-laws, as amended February 6, 2009 (filed as Exhibit 99.1 to Frontier’s Current Report on Form 8-K filed on February 6, 2009).*
3.5	Certificate of Designations of 11.125% Mandatory Convertible Preferred Stock, Series A (filed as Exhibit 3.5 to the Current Report on Form 8-K filed on June 10, 2015).*
4.1	Indenture of Securities, dated as of August 15, 1991, between Frontier and JPMorgan Chase Bank, N.A. (as successor to Chemical Bank), as Trustee (the “August 1991 Indenture”) (filed as Exhibit 4.100.1 to Frontier’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 1991).*
4.2	Fourth Supplemental Indenture to the August 1991 Indenture, dated October 1, 1994, between Frontier and JPMorgan Chase Bank, N.A. (as successor to Chemical Bank), as Trustee, with respect to 7.68% Debentures due 2034 (filed as Exhibit 4.100.7 to Frontier’s Current Report on Form 8-K filed on January 3, 1995).*
4.3	Fifth Supplemental Indenture to the August 1991 Indenture, dated as of June 15, 1995, between Frontier and JPMorgan Chase Bank, N.A. (as successor to Chemical Bank), as Trustee, with respect to 7.45% Debentures due 2035 (filed as Exhibit 4.100.8 to Frontier’s Current Report on Form 8-K filed on March 29, 1996 (the “March 29, 1996 8-K”)).*
4.4	Sixth Supplemental Indenture to the August 1991 Indenture, dated as of October 15, 1995, between Frontier and JPMorgan Chase Bank, N.A. (as successor to Chemical Bank), as Trustee, with respect to 7% Debentures due 2025 (filed as Exhibit 4.100.9 to the March 29, 1996 8-K).*
4.5	Seventh Supplemental Indenture to the August 1991 Indenture, dated as of June 1, 1996, between Frontier and JPMorgan Chase Bank, N.A. (as successor to Chemical Bank), as Trustee, with respect to 6.8% Debentures due 2026 (filed as Exhibit 4.100.11 to Frontier’s Annual Report on Form 10-K for the year ended December 31, 1996 (the “1996 10-K”)).*

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

4.6	Eighth Supplemental Indenture to the August 1991 Indenture, dated as of December 1, 1996, between Frontier and JPMorgan Chase Bank, N.A. (as successor to Chemical Bank), as Trustee, with respect to 7.05% Debentures due 2046 (filed as Exhibit 4.100.12 to the 1996 10-K).*
4.7	Indenture, dated as of August 16, 2001, between Frontier and JPMorgan Chase Bank, N.A. (as successor to The Chase Manhattan Bank), as Trustee, with respect to 9% Senior Notes due 2031 (including the form of note attached thereto) (filed as Exhibit 4.1 of Frontier’s Current Report on Form 8-K filed on August 22, 2001).*
4.8	Indenture, dated as of December 22, 2006, between Frontier and The Bank of New York, as Trustee, with respect to 7.875% Senior Notes due 2027 (including the form of note attached thereto) (filed as Exhibit 4.1 to Frontier’s Current Report on Form 8-K filed on December 29, 2006).*
4.9	Indenture dated as of March 23, 2007 by and between Frontier and The Bank of New York with respect to the 7.125% Senior Notes due 2019 (including the form of such note attached thereto) (filed as Exhibit 4.2 to the March 27, 2007 8-K).*
4.10	Indenture dated as of April 9, 2009, between Frontier and The Bank of New York Mellon, as Trustee (the “April 2009 Indenture”) (filed as Exhibit 4.1 to Frontier’s Current Report on Form 8-K filed on April 9, 2009 (the “April 9, 2009 8-K”)).*
4.11	Second Supplemental Indenture to the April 2009 Indenture, dated as of October 1, 2009, between Frontier and The Bank of New York Mellon, as Trustee, with respect to 8.125% Senior Notes due 2018 (including the form of note attached thereto) (filed as Exhibit 4.1 to Frontier’s Current Report on Form 8-K filed on October 1, 2009).*
4.12	Third Supplemental Indenture to the April 2009 Indenture, dated as of May 22, 2012, between Frontier and The Bank of New York Mellon, as Trustee, with respect to 9.25% Senior Notes due 2021 (filed as Exhibit 4.1 to Frontier’s Current Report on Form 8-K filed on May 22, 2012 (the “May 22, 2012 8-K”)).*
4.13	Form of Senior Note due 2021 (filed as Exhibit 4.2 to the May 22, 2012 8-K).*
4.14	Fourth Supplemental Indenture to the April 2009 Indenture, dated as of August 15, 2012, between Frontier and The Bank of New York Mellon, as Trustee, with respect to 7.125% Senior Notes due 2023 (the “Fourth Supplement to April 2010 Indenture”) (filed as Exhibit 4.1 to Frontier’s Current Report on Form 8-K filed on August 15, 2012 (the “August 15, 2012 8-K”)).*
4.15	Form of Senior Note due 2023 (filed as Exhibit 4.2 to the August 15, 2012 8-K).*
4.16	First Amendment to the Fourth Supplement to April 2009 Indenture, dated as of October 1, 2012, between Frontier and The Bank of New York Mellon, as Trustee, with respect to 7.125% Senior Notes due 2023 (filed as Exhibit 4.1 to Frontier’s Current Report on Form 8-K filed on October 1, 2012).*
4.17	Fifth Supplemental Indenture to the April 2009 Indenture, dated as of April 10, 2013, between Frontier and The Bank of New York Mellon, as Trustee, with respect to 7.625% Senior Notes due 2024 (filed as Exhibit 4.1 to Frontier’s Current Report on Form 8-K filed on April 10, 2013 (the “April 10, 2013 8-K”).*
4.18	Sixth Supplemental Indenture to the April 2009 Indenture, dated as of September 17, 2014, between Frontier Communications Corporation and The Bank of New York Mellon, as Trustee (including the form of 6.250% Senior Notes due 2021) (filed as Exhibit 4.1 to Frontier’s Current Report on Form 8-K filed on September 17, 2014 (the “September 17, 2014 8-K”)).*
4.19	Seventh Supplemental Indenture to the April 2009 Indenture, dated as of September 17, 2014, between Frontier Communications Corporation and The Bank of New York Mellon, as Trustee, with respect to 6.875% Senior Notes due 2025 (including the form of notes attached thereto) (filed as Exhibit 4.2 to the September 17, 2014 8-K).*
4.20	Form of Senior Note due 2024 (filed as Exhibit 4.2 to the April 10, 2013 8-K).*
4.21	Indenture, dated as of April 12, 2010 (the “April 2010 Indenture”), as amended, between New Communications Holdings Inc. (“Spinco”) and The Bank of New York Mellon, as Trustee (including the forms of notes attached thereto) (filed as Exhibit 4.22 to Spinco’s Registration Statement on Form 10 filed on April 20, 2010 (File No. 000-53950) (the “Spinco Form 10”)).*
4.22	First Supplemental Indenture to the April 2010 Indenture, dated as of July 1, 2010, between Frontier and The Bank of New York Mellon, as Trustee, with respect to 7.875% Senior Notes due 2015, 8.25% Senior Notes due 2017, 8.5% Senior Notes due 2020, and 8.75% Senior Notes due 2022 (filed as Exhibit 4.2 to Frontier’s Registration Statement on Form S-4 filed on July 2, 2010 (File No. 333-167962)).*
4.23	Indenture, dated as of January 1, 1994, between Frontier North Inc. (formerly GTE North Incorporated) and Bank of New York Mellon (as successor to The First National Bank of Chicago), as Trustee (the “Frontier North Indenture”) (filed as Exhibit 4.1 to Frontier’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2010).*
4.24	First Supplemental Indenture to the Frontier North Indenture, dated as of May 1, 1996, between Frontier North Inc. (formerly GTE North Incorporated) and Bank of New York Mellon (as successor to The First National Bank of Chicago), as Trustee (filed as Exhibit 4.2 to Frontier’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2010).*

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

4.25	Form of Debenture under the Frontier North Indenture (filed as Exhibit 4.24 to Frontier’s Annual Report on Form 10-K for the year ended December 31, 2011 (the “2011 10-K”)).*
4.26	BaseIndenture,datedasofSeptember25,2015(the“2015BaseIndenture”),betweenFrontier Communications Corporation and The Bank of New York Mellon, astrustee (filed as Exhibit 4.1 to Frontier’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2015 (the “September 30, 2015 10-Q”)).*
4.27	First Supplemental Indenture to the 2015 Base Indenture, dated as of September 25, 2015, between Frontier CommunicationsCorporationandTheBankofNewYorkMellon,astrustee,withrespectto8.875% Senior Notes due 2020 (including the forms of notes attachedthereto) (filed as Exhibit 4.2 to the September 30, 2015 10-Q).*
4.28	SecondSupplementalIndenturetothe2015BaseIndenture,datedasofSeptember25,2015,between FrontierCommunicationsCorporationandTheBankofNewYorkMellon,astrustee,withrespectto 10.500% Senior Notes due 2022 (including the forms of notes attachedthereto) (filed as Exhibit 4.3 to the September 30, 2015 10-Q).*
4.29	ThirdSupplementalIndenturetothe2015BaseIndenture,datedasofSeptember25,2015,between FrontierCommunicationsCorporationandTheBankofNewYorkMellon,astrustee,withrespectto 11.000% Senior Notes due 2025 (including the forms of notes attachedthereto) (filed as Exhibit 4.4 to the September 30, 2015 10-Q).  *
4.30	Restated Indenture, dated as of March 25, 2008, between Southwestern Associated Telephone Company and First National Bank in Dallas, as trustee (filed as Exhibit 4.1 to Frontier’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2016 (the “June 30, 2016 10-Q”)).*
4.31	Indenture, dated as of December 1, 1993, between GTE California Incorporated and Bank of America National Trust and Savings Association, as trustee (the “California Indenture”) (filed as Exhibit 4.2 to the June 30, 2016 10-Q).  *
4.32	First Supplemental Indenture to the California Indenture dated as of April 15, 1996, between GTE California Incorporated and First Trust of California, National Association, as trustee (filed as Exhibit 4.3 to the June 30, 2016 10-Q).  *
4.33	Indenture, dated as of November 1, 1993, between GTE Florida Incorporated and Nations Bank of Georgia, National Association, as trustee (the “Florida Indenture”) (filed as Exhibit 4.4 to the June 30, 2016 10-Q).  *
4.34	First Supplemental Indenture to the Florida Indenture dated as of January 1, 1998, between GTE Florida Incorporated and the Bank of New York, as trustee (filed as Exhibit 4.5 to the June 30, 2016 10-Q).  *
10.1	Credit Agreement, dated as of June 2, 2014, by and among Frontier, as the Borrower, and the Lenderspartythereto and CoBank, ACB, as Administrative Agent (filed as Exhibit 10.1 to Frontier’s Quarterly ReportonForm 10-Q for the fiscal quarter ended June 30, 2014 (the “June 30, 201410-Q”) (the “2014 CoBank Credit Agreement”)).*
10.2	Second Amendment, dated as of March 5, 2015, to the 2014 CoBank Credit Agreement, amongFrontier,astheBorrower,andCoBank,ACB,astheAdministrative Agent and the Lenders referred to therein (filed as Exhibit 10.2 to the March 5, 2015 8-K).*
10.3	Fourth Amendment, dated as of March 29, 2017, to the 2014 CoBank Credit Agreement, amongFrontier,astheBorrower,andCoBank,ACB,astheAdministrative Agent and the Lenders referred to therein (filed as Exhibit 10.1 to the March 29, 2017 8-K).*
10.4	Fifth Amendment, dated as of January 25, 2018, to the 2014 CoBank Credit Agreement, amongFrontier,astheBorrower,andCoBank,ACB,astheAdministrative Agent and the Lenders referred to therein (filed as Exhibit 10.2 to the January 25, 2018 8-K).*
10.5	Credit Agreement, dated as of October 12, 2016, by and among Frontier, as the Borrower, the Lenders party thereto and CoBank, ACB, as the Administrative Agent (filed as Exhibit 10 to Frontier’s Current Report on Form 8-K filed on October 12, 2016) (the “2016 CoBank Credit Agreement”).*
10.6	First Amendment, dated as of March 29, 2017, to the 2016 CoBank Credit Agreement, among Frontier, as the Borrower, the Lenders party thereto and CoBank, ACB, as the Administrative Agent (filed as Exhibit 10.2 to the March 29, 2017 8-K).*
10.7	Second Amendment, dated as of January 25, 2018, to the 2016 CoBank Credit Agreement, among Frontier, as the Borrower, the Lenders party thereto and CoBank, ACB, as the Administrative Agent (filed as Exhibit 10.3 to the January 25, 2018 8-K).*
10.8	First Amended and Restated Credit Agreement, dated as of February 27, 2017, among Frontier, the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent (filed as Exhibit 10 to Frontier’s Current Report on Form 8-K filed on February 28, 2017) (the “JPM Credit Agreement”).*
10.9	Amendment No. 1, dated as of February 27, 2017, to the JPM Credit Agreement, among Frontier, the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent (filed as Exhibit 10 to the February 28, 2017 8-K).*

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

10.10	Amendment No. 2, dated as of January 25, 2018, to the JPM Credit Agreement, among Frontier, the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent (filed as Exhibit 10.1 to the January 25, 2018 8-K).*
10.11	Tax Sharing Agreement, dated as of May 13, 2009, by and among Verizon Communications Inc. (“Verizon”), New Communications Holdings Inc. (“Spinco”) and Frontier, (filed as Exhibit 10.3 to Frontier’s Current Report on Form 8-K filed on May 15, 2009).*
10.12	Agreement Regarding Intellectual Property Matters, dated as of March 23, 2010, among Frontier, Spinco and Verizon (filed as Exhibit 10.12 to the Spinco Form 10).*
10.13	Non-Employee Directors' Deferred Fee Equity Plan, as amended and restated December 29, 2008 (filed as Exhibit 10.7 to Frontier’s Annual Report on Form 10-K for the year ended December 31, 2008 (the “2008 10-K”).  *
10.14	Non-Employee Directors’ Equity Incentive Plan, as amended and restated December 29, 2008 (filed as Exhibit 10.8 to the 2008 10-K).*
10.15	1996 Equity Incentive Plan, as amended and restated December 29, 2008 (filed as Exhibit 10.11 to the 2008 10-K).*
10.16	2013 Frontier Bonus Plan (filed as Appendix A to Frontier’s Proxy Statement dated March 25, 2013 (the “2013 Proxy Statement”)).*
10.17	Amended and Restated 2000 Equity Incentive Plan, as amended and restated December 29, 2008 (filed as Exhibit 10.13 to the 2008 10-K).*
10.18	2009 Equity Incentive Plan (filed as Appendix A to Frontier’s Proxy Statement dated April 6, 2009).*
10.19	2013 Equity Incentive Plan (filed as Appendix B to the 2013 Proxy Statement).*
10.20	2017 Equity Incentive Plan (filed as Annex A to Frontier’s Proxy Statement dated March 28, 2017).*
10.21	Separation Agreement and Release, dated September 14, 2016, between Frontier and John M. Jureller (filed as Exhibit 10.1 to Frontier’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2016 (the “September 30, 2016 10-Q”)).*
10.22	Offer of Employment Letter, dated September 1, 2016, between Frontier and R. Perley McBride (filed as Exhibit 10.2 to the September 30, 2016 10-Q).  *
10.23	Change in Control Letter Agreement, dated April 27, 2012, between Frontier and Daniel J. McCarthy (filed as Exhibit 10.1 to Frontier’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2012).*
10.24	Offer of Employment Letter, dated February 25, 2015, between Frontier and Daniel J. McCarthy (filed as Exhibit 10.1 to Frontier’s Current Report on Form 8-K filed on March 3, 2015 (the “March 3, 2015 8-K”)).*
10.25	Offer of Employment Letter, dated January 13, 2006, between Frontier and Cecilia K. McKenney (“McKenney Offer Letter”) (filed as Exhibit 10.1 to Frontier’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2008).*
10.26	Amendment, dated May 31, 2012, to Offer of Employment Letter, dated January 13, 2006, between Frontier and Cecilia K. McKenney (filed as Exhibit 10.5 to the June 30, 2012 10-Q).*
10.27	AmendedandRestatedEmploymentAgreement,datedasofMarch8,2013,betweenFrontierandMaryAgnesWilderotter (filed as Exhibit 10.1 to Frontier’s Current Report on Form 8-K filed on March 13,2013 (the “Wilderotter Employment Agreement”)).*
10.28	Amendment to the Wilderotter Employment Agreement, dated as of February 25, 2015, between Frontier and Mary Agnes Wilderotter (filed as Exhibit 10.2 to the March 3, 2015 8-K).*
10.29	Offer of Employment Letter, dated January 15, 2014, between Frontier and Mark D. Nielsen (filed as Exhibit 10.1 to the June 30, 2014 10-Q).*
10.30	Offer of Employment Letter, dated June 9, 2014, between Frontier and Donald W. Daniels, Jr. (filed as Exhibit 10.3 to the June 30, 2014 10-Q).*
10.31	Offer of Employment Letter, dated December 6, 2016, between Frontier and Kenneth Arndt.
10.32	Offer of Employment Letter, dated October 3, 2012, between Frontier and Steven Gable.
10.33	Form of Restricted Stock Agreement.
10.34	Form of Performance Share Agreement.
10.35	Form of Restricted Cash Award Agreement.
10.36	Form of Performance Cash Award Agreement.
10.37	Summary of Non-Employee Directors’ Compensation Arrangements Outside of Formal Plans (filed as Exhibit 10.29 to Frontier’s Annual Report on Form 10-K for the year ended December 31, 2016).  *
10.38	Form of Indemnification Agreement with Directors and Officers.
10.39	Offer of Employment Letter, dated April 27, 2017, between Frontier and Christopher Levendos (filed as Exhibit 10.2 to Frontier’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017).*
10.40	Offer of Employment Letter, dated June 12, 2017, between Frontier and John Maduri (filed as Exhibit 10.3 to Frontier’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017).*

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10.41	Form of Change in Control Agreement, dated as of July 10, 2017, by and between Frontier and each of Kenneth W. Arndt, Steve Gable, Christopher D. Levendos, John Maduri, R. Perley McBride, Mark D. Nielsen and Kathleen Weslock (synchronizing the terms of existing change in control provisions) (filed as Exhibit 10.4 to Frontier’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017).*
12	Computation of ratio of earnings to fixed charges (this item is included herein for the sole purpose of incorporation by reference).
21	Subsidiaries of the Registrant.
23	Consent of Independent Registered Public Accounting Firm.
31.1	Certification of Principal Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934 (the “1934 Act”).
31.2	Certification of Principal Financial Officer pursuant to Rule 13a-14(a) under the 1934 Act.
32	Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	XBRL Instance Document.
101.SCH	XBRL Taxonomy Extension Schema Document.
101.PRE	XBRL Taxonomy Presentation Linkbase Document.
101.CAL	XBRL Taxonomy Calculation Linkbase Document.
101.LAB	XBRL Taxonomy Label Linkbase Document.
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document.
Exhibits 10.13 through 10.41 are management contracts or compensatory plans or arrangements.
*   Incorporated by reference.

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

	FRONTIER COMMUNICATIONS CORPORATION
	(Registrant)
	By: /s/ Daniel J. McCarthy
	Daniel J. McCarthy
	President and Chief Executive Officer
February 28, 2018

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FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on the 28thday of February 2018.

Signature	Title
/s/ Leroy T. Barnes, Jr.	Director
(Leroy T. Barnes, Jr.)
/s/ Peter C. B. Bynoe	Director
(Peter C. B. Bynoe)
/s/ Donald Daniels	Senior Vice President & Controller
(Donald Daniels)	(Principal Accounting Officer)
/s/ Diana S. Ferguson	Director
(Diana S. Ferguson)
/s/ Edward Fraioli	Director
(Edward Fraioli)
/s/ R. Perley McBride	Executive Vice President and Chief Financial Officer
(R. Perley McBride)	(Principal Financial Officer)
/s/ Daniel J. McCarthy	Director, President and Chief Executive Officer
(Daniel J. McCarthy)	(Principal Executive Officer)
/s/ Pamela D.A. Reeve	Director
(Pamela D.A. Reeve)
/s/ Virginia P. Ruesterholz	Director
(Virginia P. Ruesterholz)
/s/ Howard L. Schrott	Director
(Howard L. Schrott)
/s/ Mark Shapiro	Director
(Mark Shapiro)
/s/ Myron A. Wick III	Director
(Myron A. Wick III)

62

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Index to Consolidated Financial Statements

Item	Page
Management’s Report on Internal Control Over Financial Reporting	F-2
Reports of Independent Registered Public Accounting Firm	F-3 and F-4
Consolidated Balance Sheets as of December 31, 2017 and 2016	F-5
Consolidated Statements of Operations for the years ended
December 31, 2017, 2016 and 2015	F-6
Consolidated Statements of Comprehensive Loss for the years ended
December 31, 2017, 2016 and 2015	F-6
Consolidated Statements of Equity for the years ended
December 31, 2017, 2016 and 2015	F-7
Consolidated Statements of Cash Flows for the years ended
December 31, 2017, 2016 and 2015	F-8
Notes to Consolidated Financial Statements	F-9

F-1

Management’s Report On Internal Control Over Financial Reporting

The Board of Directors and Shareholders

Frontier Communications Corporation:

The management of Frontier Communications Corporation and subsidiaries is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f).

Under the supervision and with the participation of our management, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on our evaluation, our management concluded that our internal control over financial reporting was effective as of December 31, 2017.

Our independent registered public accounting firm, KPMG LLP, has audited the consolidated financial statements included in this report and, as part of their audit, has issued their report, included herein, on the effectiveness of our internal control over financial reporting.

/s/ Daniel J. McCarthy	/s/ R. Perley McBride
Daniel J. McCarthy	R. Perley McBride
President and Chief Executive Officer	Executive Vice President and Chief Financial Officer

Norwalk, Connecticut

February 28, 2018

F-2

Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors
Frontier Communications Corporation:

Opinion on the ConsolidatedFinancial Statements

We have audited the accompanying consolidated balance sheets of Frontier Communications Corporation and subsidiaries (the “Company”) as of December 31, 2017 and 2016, and the related consolidated statements of operations, comprehensive loss, equity, and cash flows for each of the years in the three‑year period ended December 31, 2017, and the related notes (collectively, the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2017 and 2016, and the results of its operations and its cash flows for each of the years in the three‑year period ended December 31, 2017, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the Company’s internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) and our report dated February 28, 2018 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements are the responsibility of the management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

Accompanying Supplemental Information

The supplemental information contained in the Schedule of Pledged Subsidiary Financial Data has been subjected to audit procedures performed in conjunction with the audit of the Company’s consolidated financial statements. The supplemental information is the responsibility of the Company’s management. Our audit procedures included determining whether the supplemental information reconciles to the consolidated financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with U.S. generally accepted accounting principles. In our opinion, the supplemental information contained in the Schedule of Pledged Subsidiary Financial Data is fairly stated, in all material respects, in relation to the consolidated financial statements as a whole.

	/s/ KPMG LLP
We have served as the Company’s auditor since 1936.
Stamford, Connecticut
February 28, 2018

F-3

Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors
Frontier Communications Corporation:

Opinion on Internal Control Over Financial Reporting

We have audited Frontier Communications Corporation and subsidiaries’ (the “Company”) internal control over financial reporting as of December 31, 2017, based on criteria established inInternal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. 

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated balance sheets of the Company as of December 31, 2017 and 2016, the related consolidated statements of operations, comprehensive loss, equity, and cash flows for each of the years in the three-year period ended December 31, 2017, and the related notes (collectively, the “consolidated financial statements”), and our report dated February 28, 2018 expressed an unqualified opinion on those consolidated financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report On Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

	/s/ KPMG LLP
Stamford, Connecticut
February 28, 2018

F-4

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

AS OF DECEMBER 31, 2017 AND 2016

($ in millions and shares in thousands, except for per-share amounts)

	2017		2016
ASSETS
Current assets:
Cash and cash equivalents	$	362	$	522
Accounts receivable, less allowances of $69 and $131, respectively		819		938
Prepaid expenses		78		88
Income taxes and other current assets		64		108
Total current assets		1,323		1,656
Property, plant and equipment, net		14,377		14,902
Goodwill, net		7,024		9,674
Other intangibles, net		2,063		2,662
Other assets		97		119
Total assets	$	24,884	$	29,013
LIABILITIES AND EQUITY
Current liabilities:
Long-term debt due within one year	$	656	$	363
Accounts payable		564		698
Advanced billings		270		301
Accrued content costs		102		164
Accrued other taxes		156		134
Accrued interest		401		437
Pension and other postretirement benefits		29		23
Other current liabilities		330		324
Total current liabilities		2,508		2,444
Deferred income taxes		1,139		2,516
Pension and other postretirement benefits		1,676		1,602
Other liabilities		317		372
Long-term debt		16,970		17,560
Equity:
Preferred stock, $0.01 par value (50,000 authorized shares,
11.125%, Series A, 19,250 shares issued and outstanding)		-		-
Common stock, $0.25 par value (175,000 authorized shares,
79,532 issued, and 78,441 and 78,170 outstanding,
at December 31, 2017 and 2016, respectively)		20		20
Additional paid-in capital		5,034		5,561
Accumulated deficit		(2,263)		(460)
Accumulated other comprehensive loss, net of tax		(366)		(387)
Treasury common stock		(151)		(215)
Total equity		2,274		4,519
Total liabilities and equity	$	24,884	$	29,013

The accompanying Notes are an integral part of these Consolidated Financial Statements.

F-5

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE YEARS ENDED DECEMBER 31, 2017, 2016 AND 2015

($ in millions and shares in thousands, except for per-share amounts)

	2017		2016		2015
Revenue	$	9,128	$	8,896	$	5,576
Operating expenses:
Network access expenses		1,597		1,470		640
Network related expenses		1,959		1,887		1,287
Selling, general and administrative expenses		2,018		2,093		1,346
Depreciation and amortization		2,184		2,031		1,320
Goodwill impairment		2,748		-		-
Acquisition and integration costs		25		436		236
Pension settlement costs		83		-		-
Restructuring costs and other charges		82		91		2
Total operating expenses		10,696		8,008		4,831
Operating income (loss)		(1,568)		888		745
Investment and other income, net		3		27		7
Losses on early extinguishment of debt and debt exchanges		88		7		-
Interest expense		1,534		1,531		1,113
Loss before income taxes		(3,187)		(623)		(361)
Income tax benefit		(1,383)		(250)		(165)
Net loss		(1,804)		(373)		(196)
Less: Dividends on preferred stock		214		214		120
Net loss attributable to
Frontier common shareholders	$	(2,018)	$	(587)	$	(316)
Basic net loss per share
attributable to Frontier common shareholders	$	(25.99)	$	(7.61)	$	(4.41)
Diluted net loss per share
attributable to Frontier common shareholders	$	(25.99)	$	(7.61)	$	(4.41)
Total weighted average  shares outstanding - basic		77,736		77,607		72,308
Total weighted average shares outstanding - diluted		77,736		77,607		72,308

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

FOR THE YEARS ENDED DECEMBER 31, 2017, 2016 AND 2015

($ in millions)

	2017		2016		2015
Net loss	$	(1,804)	$	(373)	$	(196)
Other comprehensive income (loss), net of tax		21		(34)		51
Comprehensive loss	$	(1,783)	$	(407)	$	(145)

The accompanying Notes are an integral part of these Consolidated Financial Statements.  

F-6

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2017, 2016 AND 2015

($ in millions and shares in thousands)

									Retained		Accumulated
							Additional		Earnings		Other		Treasury
	Preferred Stock			Common Stock			Paid-In		(Accumulated		Comprehensive		Common Stock			Total
	Shares	Amount		Shares	Amount		Capital		Deficit)		Loss		Shares	Amount		Equity
Balance December 31, 2014	-	$	-	68,532	$	17	$	4,230	$	109	$	(404)	(1,701)	$	(294)	$	3,658
Issuance of common stock	-		-	11,000		3		796		-		-	-		-		799
Issuance of preferred stock	19,250		-	-		-		1,866		-		-	-		-		1,866
Stock plans	-		-	-		-		(4)		-		-	49		16		12
Dividends on common stock	-		-	-		-		(456)		-		-	-		-		(456)
Dividends on preferred stock	-		-	-		-		(120)		-		-	-		-		(120)
Net loss	-		-	-		-		-		(196)		-	-		-		(196)
Other comprehensive income,
net of tax	-		-	-		-		-		-		51	-		-		51
Balance December 31, 2015	19,250		-	79,532		20		6,312		(87)		(353)	(1,652)		(278)		5,614
Stock plans	-		-	-		-		(44)		-		-	290		63		19
Dividends on common stock	-		-	-		-		(493)		-		-	-		-		(493)
Dividends on preferred stock	-		-	-		-		(214)		-		-	-		-		(214)
Net loss	-		-	-		-		-		(373)		-	-		-		(373)
Other comprehensive loss, net
of tax	-		-	-		-		-		-		(34)	-		-		(34)
Balance December 31, 2016	19,250		-	79,532		20		5,561		(460)		(387)	(1,362)		(215)		4,519
Cumulative-effect adjustment
from adoption of ASU 2016-09	-		-	-		-		-		1		-	-		-		1
Stock plans	-		-	-		-		(47)		-		-	271		64		17
Dividends on common stock	-		-	-		-		(266)		-		-	-		-		(266)
Dividends on preferred stock	-		-	-		-		(214)		-		-	-		-		(214)
Net loss	-		-	-		-		-		(1,804)		-	-		-		(1,804)
Other comprehensive income,
net of tax	-		-	-		-		-		-		21	-		-		21
Balance December 31, 2017	19,250	$	-	79,532	$	20	$	5,034	$	(2,263)	$	(366)	(1,091)	$	(151)	$	2,274

The accompanying Notes are an integral part of these Consolidated Financial Statements.

F-7

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2017, 2016 AND 2015

($ in millions)

	2017		2016		2015
Cash flows provided from provided from (used by) operating activities:
Net loss	$	(1,804)	$	(373)	$	(196)
Adjustments to reconcile net loss to net cash provided from
operating activities:
Depreciation and amortization		2,184		2,031		1,320
Loss on early extinguishment of debt and debt exchanges		88		7		-
Pension settlement costs		83		-		-
Pension/OPEB costs		17		79		10
Special termination benefits		5		26		-
Stock based compensation expense		14		24		27
Amortization of deferred financing costs		33		46		191
Other adjustments		(14)		(12)		-
Deferred income taxes		(1,385)		(206)		(167)
Goodwill Impairment		2,748		-		-
Change in accounts receivable		122		(19)		62
Change in accounts payable and other liabilities		(315)		(12)		116
Change in prepaid expenses, income taxes and other current assets		74		85		(48)
Net cash provided from operating activities		1,850		1,676		1,315
Cash flows provided from (used by) investing activities:
Cash paid for CTF Acquisition		-		(9,871)		-
Capital expenditures - Business operations		(1,154)		(1,259)		(710)
Capital expenditures - Integration activities		(34)		(142)		(153)
Network expansion funded by Connect America Fund - Phase 1		-		-		(22)
Proceeds on sale of assets		110		8		22
Cash paid for an acquisition, net of cash acquired		-		-		(17)
Other		24		5		2
Net cash used by investing activities		(1,054)		(11,259)		(878)
Cash flows provided from (used by) financing activities:
Long-term debt payments		(1,811)		(453)		(298)
Proceeds from long-term debt borrowings		1,500		1,940		6,603
Financing costs paid		(15)		(39)		(119)
Proceeds from issuance of common stock, net		-		-		799
Proceeds from issuance of preferred stock, net		-		-		1,866
Dividends paid on common stock		(266)		(493)		(456)
Dividends paid on preferred stock		(214)		(214)		(120)
Premium paid to retire debt		(86)		-		-
Capital lease obligation payments		(42)		(8)		-
Other		(8)		(8)		(14)
Net cash provided from (used by) financing activities		(942)		725		8,261
Increase/(Decrease) in cash, cash equivalents and restricted cash		(146)		(8,858)		8,698
Cash, cash equivalents and restricted cash at January 1,		522		9,380		682
Cash, cash equivalents and restricted cash at December 31,	$	376	$	522	$	9,380
Supplemental cash flow information:
Cash paid (received) during the period for:
Interest	$	1,548	$	1,467	$	728
Income taxes (refunds), net	$	(51)	$	(120)	$	28
Non-cash investing and financing activities:
Financing obligation for contributions of real property to pension plan	$	-	$	15	$	-
Reduction of pension obligation	$	-	$	15	$	-
Increase (decrease) in capital expenditures due to changes
in accounts payable	$	50	$	(60)	$	(56)
Capital lease obligations	$	17	$	111	$	-

The accompanying Notes are an integral part of these Consolidated Financial Statements.

F-8

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(1)   Description of Business and Summary of Significant Accounting Policies:

(a)  Description of Business:

Frontier Communications Corporation (Frontier) is the fourth largest Incumbent Local Exchange Carrier (ILEC) in the United States, with approximately 4.9 million customers, 3.9 million broadband subscribers and 22,700 employees, operating in 29 states. Frontier was incorporated in 1935, originally under the name of Citizens Utilities Company and was known as Citizens Communications Company until July 31, 2008. Frontier and its subsidiaries are referred to as “we,” “us,” “our,” “Frontier,” or the “Company” in this report.

Effective April 1, 2016, Frontier’s scope of operations and balance sheet changed materially as a result of the completion of the CTF Acquisition, as described in Note 3 - Acquisitions. Historical financial data presented for Frontier is not indicative of the future financial position or operating results for Frontier, and includes the results of the CTF Operations, as defined in Note 3 – Acquisitions, from the date of acquisition on April 1, 2016.

(b)  Basis of Presentation and Use of Estimates:

Our consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP). Certain reclassifications of amounts previously reported have been made to conform to the current presentation. All significant intercompany balances and transactions have been eliminated in consolidation.

For our financial statements as of and for the period ended December 31, 2017, we evaluated subsequent events and transactions for potential recognition or disclosure through the date that we filed this Form 10-K with the Securities and Exchange Commission (SEC).

The preparation of our financial statements in conformity with GAAP requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities at the date of the financial statements, (ii) the disclosure of contingent assets and liabilities, and (iii) the reported amounts of revenue and expenses during the reporting period. Actual results may differ from those estimates. Estimates and judgments are used when accounting for the allowance for doubtful accounts, asset impairments, indefinite-lived intangibles, depreciation and amortization, income taxes, business combinations, and pension and other postretirement benefits, among others.

On July 10, 2017, we effected a one for fifteen reverse stock split of our common stock. The reverse stock split reduced the number of common shares issued (which includes outstanding shares and treasury shares) from approximately 1,193,000,000 shares to 80,000,000 shares, and reduced shares outstanding from 1,178,000,000 shares to 79,000,000 shares. In addition, and at the same time, the total number of shares of common stock that Frontier is authorized to issue changed from 1,750,000,000 shares to 175,000,000 shares. There was no change in the par value of the common stock, and no fractional shares were issued. All share and per share amounts in the financial statements and footnotes have been retroactively adjusted for all periods presented to give effect to the reverse stock split. As a result of our reverse stock split the conversion rates of our Series A Preferred Stock were proportionately adjusted.

(c)  Cash Equivalents:

We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents. Restricted cash of $14 million is included within “Income taxes and other current assets” on our consolidated balance sheet as of December 31, 2017.  This amount represents funds held as collateral by certain insurance carriers, of which $7 million was released in January 2018, and the remainder expected to be released in the first quarter of 2018.

(d)  Revenue Recognition:

Revenue is recognized when services are provided or when products are delivered to customers. Revenue that is billed in advance includes monthly recurring network access services (including data services), special access services and monthly recurring voice, video and related charges. The unearned portion of these fees is initially deferred as a component of “Advanced billings” on our consolidated balance sheet and recognized as revenue over the period that the services are provided. Revenue that is billed in arrears includes non-recurring network access services (including data services), switched access services and non-recurring voice

F-9

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

and video services. The earned but unbilled portion of these fees is recognized as revenue in our consolidated statements of operations and accrued in “Accounts Receivable” on our consolidated balance sheet in the period that the services are provided. Excise taxes are recognized as a liability when billed. Installation fees and their related direct and incremental costs are initially deferred and recognized as revenue and expense over the average term of a customer relationship. We recognize as current period expense the portion of installation costs that exceeds installation fee revenue.

Frontier collects various taxes from its customers and subsequently remits these taxes to governmental authorities. Substantially all of these taxes are recorded through the consolidated balance sheet and presented on a net basis in our consolidated statements of operations. We also collect Universal Service Fund (USF) surcharges from customers (primarily federal USF) that we have recorded on a gross basis in our consolidated statements of operations and included within “Revenue” and “Network related expenses” of $216 million, $217 million and $151 million for the years ended December 31, 2017, 2016 and 2015, respectively.

In 2015 we accepted the FCC’s Connect America Fund (CAF) Phase II offer of support, which is a successor to and augments the USF frozen high cost support that we had been receiving pursuant to a 2011 FCC order. Upon completion of the CTF Acquisition, Frontier assumed the CAF Phase II support and related obligations that Verizon had previously accepted with regard to California and Texas. CAF Phase II funding is a program intended to subsidize the high cost of establishing and delivering communications services to certain unserved or underserved areas. We are recognizing these subsidies into revenue on a straight line basis, which is consistent with how the costs related to these subsidies are being and are expected to be incurred. CAF Phase II is a multi-year program which requires us to deploy broadband to a specified number of households in each of the states where funding was accepted. Failure to meet our deployment obligations at the end of the program in 2020 will result in a return of a portion of the funding received. We regularly evaluate our ability to meet our broadband deployment obligations and adjust revenue accordingly.

We categorize our products, services and other revenues among the following five categories:

·   Data and Internet services include broadband services for consumer and commercial customers. We provide data transmission services to high volume commercial customers and other carriers with dedicated high capacity circuits (“nonswitched access”) including services to wireless providers (“wireless backhaul”);

·   Voice services include traditional local and long-distance wireline services, Voice over Internet Protocol (VoIP) services, as well as a number of unified messaging services offered to our consumer and commercial customers. Voice services also include the long-distance voice origination and termination services that we provide to our commercial customers and other carriers;

·   Video services include revenues generated from services provided directly to consumer customers through the FiOS® and Vantage video brands, and through DISH® satellite TV services;

·   Other customer revenue includes sales of customer premise equipment to our commercial customers and directory services, less our provision for bad debts; and

·   Switched Access and Subsidy revenues include revenues derived from allowing other carriers to use our network to originate and/or terminate their local and long-distance voice traffic (“switched access”). These services are primarily billed on a minutes-of-use basis applying tariffed rates filed with the FCC or state agencies. We also receive cost subsidies from state and federal authorities, including the Connect America Fund Phase II.

F-10

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

The following table provides a summary of revenues from external customers by the categories of Frontier’s products and services:

	For the year ended December 31,
($ in millions)	2017		2016		2015
Data and Internet services	$	3,862	$	3,693	$	2,337
Voice services		2,864		2,886		2,022
Video services		1,304		1,244		285
Other		322		276		255
Customer revenue		8,352		8,099		4,899
Switched access and subsidy		776		797		677
Total revenue	$	9,128	$	8,896	$	5,576

(e)  Property, Plant and Equipment:  

Property, plant and equipment are stated at original cost, including capitalized interest, or fair market value as of the date of acquisition for acquired properties. Maintenance and repairs are charged to operating expenses as incurred. The gross book value of routine property, plant and equipment retirements is charged against accumulated depreciation.

(f)Goodwill and Other Intangibles:

Goodwill represents the excess of purchase price over the fair value of identifiable tangible and intangible net assets acquired. We undertake studies to determine the fair values of assets and liabilities acquired and allocate purchase prices to assets and liabilities, including property, plant and equipment, goodwill and other identifiable intangibles. We examine the carrying value of our goodwill and trade name annually as of December 31, or more frequently, as circumstances warrant, to determine whether there are any impairment losses. We test for goodwill impairment at the “operating segment” level, as that term is defined in GAAP. 

We determined that we have one operating segment based on a number of factors that our management uses to evaluate and run our business operations, including similarities of customers, products and technology. We tested goodwill for impairment as of December 31, 2017 as a result of the continued decline in share price of our common stock since September 30, 2017, the date of our last goodwill impairment test. Refer to Note 6 for a discussion of our goodwill impairment testing and results as of December 31, 2017. As stated in Note 2, we early adopted ASU No. 2017-04, “Simplifying the Test for Goodwill Impairment” during 2017 in conjunction with our goodwill impairment assessment.

Frontier amortizes finite-lived intangible assets over their estimated useful lives on the accelerated method of sum of the years digits. We review such intangible assets at least annually as of December 31 to assess whether any potential impairment exists and whether factors exist that would necessitate a change in useful life and a different amortization period.

(g)  Impairment of Long-Lived Assets and Long-Lived Assets to Be Disposed Of:

We review long-lived assets to be held and used, including customer lists, and long-lived assets to be disposed of for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured by comparing the carrying amount of the asset to the future undiscounted net cash flows expected to be generated by the asset. Recoverability of assets held for sale is measured by comparing the carrying amount of the assets to their estimated fair market value. If any assets are considered to be impaired, the impairment is measured by the amount by which the carrying amount of the assets exceeds the estimated fair value. Also, we periodically reassess the useful lives of our tangible and intangible assets to determine whether any changes are required.

F-11

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(h)  Income Taxes and Deferred Income Taxes:  

We file a consolidated federal income tax return. We utilize the asset and liability method of accounting for income taxes. Under the asset and liability method, deferred income taxes are recorded for the tax effect of temporary differences between the financial statement basis and the tax basis of assets and liabilities using tax rates expected to be in effect when the temporary differences are expected to reverse.

(i)   Stock Plans:

We have various stock-based compensation plans. Awards under these plans are granted to eligible employees and directors. Awards may be made in the form of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units or other stock-based awards, including awards with performance, market and time-vesting conditions. Our general policy is to issue shares from treasury upon the grant of restricted shares, earning of performance shares and the exercise of options.

The compensation cost recognized is based on awards ultimately expected to vest. GAAP requires forfeitures to be estimated and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates.

(j) Net Loss Per Share Attributable to Frontier Common Shareholders:

Basic net loss per common share is computed using the weighted average number of common shares outstanding during the period being reported on, excluding unvested restricted stock awards. The impact of dividends paid on unvested restricted stock awards have been deducted in the determination of basic and diluted net income (loss) per share attributable to Frontier common shareholders. Except when the effect would be antidilutive, diluted net income per common share reflects the dilutive effect of certain common stock equivalents, as described further in Note 13 – Net Loss Per Common Share.

(2)  Recent Accounting Pronouncements:

Recent Accounting Pronouncements Not Yet Adopted

Revenue Recognition

In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, “Revenue from Contracts with Customers.” This standard, along with its related amendments, requires companies to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which they expect to be entitled in exchange for those goods or services. This new standard will be adopted by Frontier for annual and interim reporting periods beginning with the first quarter of 2018.

The FASB allows two adoption methods under ASC 606. Companies are permitted to either apply the requirements retrospectively to all prior periods presented, or apply the requirements in the year of adoption, through a cumulative adjustment. We currently plan to adopt the standard in the first quarter of 2018, using the “modified retrospective method.” Under that method, we will apply the rules to all contracts existing as of January 1, 2018, recognizing, in beginning retained earnings, a cumulative-effect adjustment to include the establishment of contract asset and contract liability accounts with a corresponding adjustment to retained earnings. We will also provide additional disclosures comparing revenue recognized under ASC 606 to revenue as reported prior to the adoption of the standard.

The key changes in the standard that impact our revenue recognition relate to the allocation of contract revenues among various services and equipment, and the timing of when those revenues are recognized. Additionally, the new standard will impact the timing of recognizing costs to obtain contracts. This includes a change in our existing policy related to the way we account for the allocation of discounts, customer incentives, upfront non-recurring charges, customer disputes and commission payments. 

We are implementing changes to our systems, processes, policies and internal controls to meet the standard’s reporting and disclosure requirements. We believe the changes will impact service revenue categorization as

F-12

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

well as Selling, general and administrative expenses, however, we do not anticipate its impact will be material to operating income.

Leases

In February 2016, the FASB issued ASU No. 2016 – 02, “Leases (Topic 842).” This standard, along with its related amendments, establishes the principles to report transparent and economically neutral information about the assets and liabilities that arise from leases. Upon implementation, lessees will need to recognize almost all leases on their balance sheet as a right-of-use asset and a lease liability. It will be critical to identify leases embedded in a contract to avoid misstating the lessee’s balance sheet. The income statement impacts of the leases will depend on the nature of the leasing arrangement and will be similar to existing accounting for operating and capital leases. Classification will be based on criteria that are largely similar to those applied in current lease accounting, but without explicit bright lines. Lessor accounting is similar to the current model, but updated to align with certain changes to the lessee model and the new revenue recognition standard. Existing sale-leaseback guidance, including guidance for real estate, is replaced with a new model applicable to both lessees and lessors. The new guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years using modified retrospective application. Early application is permitted.  Frontier is in the initial stages of evaluating the potential impact this new standard may have on the consolidated financial statements.

Compensation – Retirement Benefits

In March 2017, the FASB issued ASU No. 2017-07, “Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost”. This standard was established to improve the presentation of net periodic pension cost and net periodic postretirement benefit cost by requiring that an employer disaggregate the service cost component of periodic benefit cost from the other components of net benefit cost. The amendments in the update also provide explicit guidance on how to present the service cost component and other components of net benefit cost in the income statement and allow only the service cost components of net benefit cost to be eligible for capitalization. The new guidance is effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods and requires the presentation of the income statement to be applied retrospectively. As a result of the standard, pension settlement costs and certain benefit costs which are currently included in operating expense, would be reported as other non-operating expense and will no longer be capitalized. This will have a material impact on previously reported operating income and may have a material impact to operating income in future periods, however, the impact to pre-tax income is not expected to be material.

Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income

In February 2018, FASB issued ASU 2018-02, which allows for the reclassification of certain income tax effects related to the Tax Cuts and Jobs Act (the “Tax Act”) between “Accumulated other comprehensive income” and “Retained earnings.” This ASU relates to the requirement that adjustments to deferred tax liabilities and assets related to a change in tax laws or rates to be included in “Income from continuing operations”, even in situations where the related items were originally recognized in “Other comprehensive income” (rather than in “Income from continuing operations”). The amendments in this ASU are effective for all entities for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years, with early adoption permitted. Adoption of this ASU is to be applied either in the period of adoption or retrospectively to each period in which the effect of the change in the tax laws or rates were recognized. We are still evaluating certain aspects of this ASU as well as the related impacts it may have on our financial statements.

F-13

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Recently Adopted Accounting Pronouncements

Share-Based Payments - Scope of Modification Accounting

In May 2017, the FASB issued ASU No. 2017-09, Scope of Modification Accounting which amends the scope of modification accounting for share-based payment arrangements. This standard provides guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required to apply modification accounting under ASC 718. Specifically, an entity would not apply modification accounting if the fair value, vesting conditions, and classification of the awards are the same immediately before and after the modification. The new guidance is effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods and early adoption is permitted including in any interim period. Frontier has adopted this standard during the second quarter 2017, with no impact to our share-based payment awards.

Intangibles – Goodwill

In January 2017, the FASB issued ASU No. 2017-04, “Simplifying the Test for Goodwill Impairment.” This standard was established to simplify how an entity is required to test goodwill for impairment by eliminating Step 2from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. Under the amendments in this Update, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Additionally, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. The FASB also eliminated the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and, if it fails that qualitative test, to perform Step 2 of the goodwill impairment test. Therefore, the same impairment assessment applies to all reporting units. An entity is required to disclose the amount of goodwill allocated to each reporting unit with a zero or negative carrying amount of net assets. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. Frontier early adopted this standard during in 2017 in conjunction with our goodwill impairment assessment. See Note 1 and Note 6 for further discussion.

Compensation – Stock Compensation

In March 2016, the FASB issued ASU No. 2016-09, “Improvements to Employee Share-Based Payment Accounting,” to amend ASC Topic 718, “Compensation – Stock Compensation.” The ASU is part of the FASB’s ongoing simplification initiative, which is designed to reduce cost and complexity while maintaining or improving the usefulness of the information provided to the users of financial statements. The simplifications address a variety of areas for public entities, including the following: 1) accounting for income taxes, 2) classification of excess tax benefits on the statement of cash flows, 3) forfeitures, 4) minimum statutory tax withholding requirements, 5) classifications of employee taxes paid on the statement of cash flows when an employer withholds shares for tax withholding purposes, and 6) classification of awards with repurchase features. This guidance was effective for Frontier as of the third quarter of 2017. During the year ended December 31, 2017 Frontier recognized $1 million of income tax expense and recorded a cumulative effect adjustment to beginning accumulated deficit of $1 million to recognize all unrecognized deferred tax benefits recorded as of January 1, 2017. For the years ended December 31, 2016 and 2015, Frontier reclassified $10 million and $14 million, respectively, of taxes paid on behalf of employees related to shares withheld from “Cash flows provided from (used by) operations” to “Cash flows used by financing activities” in accordance with the new standard.

(3)   Acquisitions:

The CTF Acquisition

On April 1, 2016, Frontier acquired the wireline operations of Verizon Communications, Inc. in California, Texas and Florida for a purchase price of $10,540 million in cash and assumed debt (the CTF Acquisition), pursuant to the February 5, 2015 Securities Purchase Agreement, as amended. In addition, Frontier and Verizon settled the working capital and net debt adjustments with $15 million paid to Frontier in October 2016. As a result of the CTF Acquisition, Frontier now operates these former Verizon properties, which included approximately 2.5

F-14

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

million total customers, 2.1 million broadband subscribers, and 1.2 million FiOS video subscribers as of April 1, 2016 (the CTF Operations).

Our consolidated statement of operations for the year ended December 31, 2016 includes $3,622 million of revenue and $582 million of operating income related to the nine months of operating results of the CTF Operations since April 1, 2016.

The allocation of the purchase price presented below, which was finalized as of March 31, 2017, represents the effect of recording the estimates of the fair value of assets acquired and liabilities assumed as of the date of the CTF Acquisition, based on the total transaction cash consideration of $9,871 million at December 31, 2017.

($ in millions)
Current assets	$	353
Property, plant & equipment		6,096
Goodwill		2,606
Other intangibles - primarily customer base		2,262
Current liabilities		(579)
Long-term debt		(544)
Other liabilities		(323)
Total net assets acquired	$	9,871

The fair value estimates related to the allocation of the purchase price to Other intangibles were revised and updated during the first quarter of 2017 from the previous estimates as of December 31, 2016. The allocation that was reported as of December 31, 2016 for Other intangibles increased $100 million, from $2,162 million to $2,262 million. These measurement period adjustments resulted in $20 million of amortization expense during the first quarter of 2017 that would have been recorded in 2016 if the adjustments had been recognized as of the acquisition date. Other adjustments to the allocation of the purchase price for the CTF Acquisition during the first quarter of 2017 resulted in a $140 million decrease in Property, plant & equipment, a $61 million increase in Current liabilities, and a $98 million increase in Goodwill.

The total consideration exceeded the net estimated fair value of the assets acquired and liabilities assumed by $2,606 million, which we recognized as goodwill. This goodwill is attributable to strategic benefits, including enhanced financial and operational scale, market diversification and leveraged combined networks that we expect to realize. This amount of goodwill associated with the CTF Acquisition will be deductible for income tax purposes.

The following unaudited pro forma financial information presents the combined results of operations of Frontier and the CTF Operations as if the CTF Acquisition had occurred as of January 1, 2015. The pro forma information is not necessarily indicative of what the financial position or results of operations actually would have been had the CTF Acquisition been completed as of January 1, 2015. In addition, the unaudited pro forma financial information is not indicative of, nor does it purport to project, the future financial position or operating results of Frontier. The unaudited pro forma financial information excludes acquisition and integration costs and does not give effect to any estimated and potential cost savings or other operating efficiencies that may result from the CTF Acquisition.

F-15

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

		(Unaudited)
		For the year ended December 31,
($ in millions, except per share amounts)		2016		2015
Revenue	$	10,255	$	11,157
Operating income	$	1,433	$	1,529
Net loss attributable to Frontier
common shareholders	$	(262)	$	(192)
Basic and diluted net loss per
share attributable to Frontier
common shareholders	$	(3.38)	$	(2.66)

The Connecticut Acquisition

On October 24, 2014, Frontier acquired the wireline properties of AT&T Inc. (AT&T) in Connecticut (the Connecticut Acquisition) for a purchase price of $2,018 million in cash, pursuant to the stock purchase agreement dated December 16, 2013, as amended. Following the Connecticut Acquisition, Frontier now owns and operates the wireline business and fiber optic network servicing consumer, commercial and wholesale customers in Connecticut. Frontier also acquired the AT&T U-verse® video (Vantage) and DISH® satellite TV customers in Connecticut.

Acquisition and Integration Costs

Acquisition costs include legal, financial advisory, accounting, regulatory and other related costs. Integration costs include expenses that are incremental and directly related to the acquisition, and were incurred to integrate the network and information technology platforms and to enable other integration initiatives.

Frontier incurred operating expenses related to the CTF Acquisition and the Connecticut Acquisition, as follows:

	For the year ended December 31,
($ in millions)	2017		2016		2015
Acquisition costs:
CTF Acquisition	$	-	$	23	$	44
Connecticut Acquisition		-		-		1
		-		23		45
Integration costs:
CTF Acquisition		25		412		152
Connecticut Acquisition		-		1		39
		25		413		191
Total acquisition and
integration costs	$	25	$	436	$	236

We also invested $34 million,$142 million, and $129 million in capital expenditures related to the CTF Acquisition during the years ended December 31, 2017, 2016, and 2015, respectively. In connection with the Connecticut Acquisition, Frontier invested $24 million in capital expenditures during the year ended December 31, 2015.

F-16

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(4)  Accounts Receivable:

The components of accounts receivable, net at December 31, 2017 and 2016 are as follows:

($ in millions)	2017		2016
Retail and Wholesale	$	801	$	979
Other		87		90
Less: Allowance for doubtful accounts		(69)		(131)
Accounts receivable, net	$	819	$	938

An analysis of the activity in the allowance for doubtful accounts for the years ended December 31, 2017, 2016 and 2015 is as follows:

($ in millions)	Balance at beginning of Period		Charged to Other Revenue		Charged (Credited) to Switched and Nonswitched Revenue and Other Accounts		Write-offs, net of Recoveries		Balance at end of Period
2015	$	72	$	67	$	(17)	$	(65)	$	57
2016	$	57	$	164	$	15	$	(105)	$	131
2017	$	131	$	109	$	(22)	$	(149)	$	69

We maintain an allowance for doubtful accounts based on our estimate of our ability to collect accounts receivable. The provision for uncollectible amounts was $87million, $179million, and $50 million for the years ended December 31, 2017, 2016 and 2015, respectively. Our allowance for doubtful accounts increased in 2016 primarily as a result of the customer account balances related to CTF Operations subsequent to the CTF Acquisition.  Our allowance for doubtful accounts decreased during 2017 primarily as a result of resolutions of carrier disputes and increased collection efforts on delinquent balances in both our CTF and Legacy markets. Resolutions reached with carriers resulted in a reduction of our reserves of $39 million in 2017.

(5)  Property, Plant and Equipment:

Property, plant and equipment, net at December 31, 2017 and 2016 are as follows:

($ in millions)	Estimated Useful Lives	2017		2016
Land	N/A	$	231	$	235
Buildings and leasehold improvements	41 years		2,282		2,320
General support	5 to 17 years		1,570		1,502
Central office/electronic circuit equipment	5 to 18 years		8,137		7,683
Poles	30 years		1,095		995
Cable, fiber and wire	15 to 25 years		10,997		10,292
Conduit	55 years		1,646		1,611
Construction work in progress			538		903
Property, plant and equipment			26,496		25,541
Less: Accumulated depreciation			(12,119)		(10,639)
Property, plant and equipment, net		$	14,377	$	14,902

Property, plant, and equipment includes approximately $171 million and $154 million of fixed assets recognized under capital leases as of December 31, 2017 and 2016, respectively.

F-17

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

In 2017, we sold certain properties, generating $102 million in net proceeds, of which $97 million relates to property subject to leasebacks. For these properties, we have deferred $66 million in related gains that will be amortized over the related lease terms of two years. For year ended December 31, 2017, amortization of these deferred gains totaled $23 million, which are included in “Selling, general and administrative expenses” on our consolidated income statement. We have remaining deferred gain balances of $43 million, which are included in “Other liabilities.”

Depreciation expense is principally based on the composite group method. Depreciation expense was as follows:

	For the Year Ended
($ in millions)	2017		2016		2015
Depreciation expense	$	1,485	$	1,388	$	983

We adopted new estimated remaining useful lives for certain plant assets as of October 1, 2017, as a result of an annual independent study of the estimated remaining useful lives of our plant assets, with an insignificant impact to depreciation expense.

(6)  Goodwill and Other Intangibles:

The changes in the carrying amount of goodwill, net for the years ended December 31, 2017 and 2016 were as follows:

($ in millions)	Goodwill
Balance at January 1, 2016	$	7,166
CTF Acquisition (Note 3)		2,508
Balance at December 31, 2016		9,674
CTF Acquisition adjustment		98
Goodwill impairment		(2,748)
Balance at December 31, 2017	$	7,024

Accumulated goodwill impairment charges were $2,788 million and $40 million as of December 31, 2017 and 2016, respectively.

We are required to perform impairment tests related to our goodwill annually, which we perform as of December 31, or sooner if an indicator of impairment occurs. Due to the continued decline in our stock price we had triggering events in each of the four quarters in 2017.

We use a market multiples approach to determine fair value. Marketplace company comparisons and analyst reports within the wireline telecommunications industry have historically supported a range of fair values of multiples between 4.4x and 6.5x annualized EBITDA (defined as operating income, net of acquisition and integration costs, pension/OPEB expense, pension settlement costs, stock-based compensation expense, goodwill impairment, storm-related costs, and restructuring costs and other charges, as well as depreciation and amortization). We estimated the enterprise fair value using a multiple of 5.8x EBITDA for the first three quarters in 2017 and a multiple of 5.5x EBITDA for the fourth quarter evaluation.

Our second and fourth quarter quantitative assessments indicated that the carrying value of the enterprise exceeded its fair value and, therefore, an impairment existed.  We elected to early adopt the simplified goodwill testing method under ASU 2017-04, recording goodwill impairments totaling $2,748 million for 2017.  The driver for the impairment in the second quarter was a reduction in our profitability and utilized EBITDA estimate, which when applied to our market multiple resulted in a lower enterprise valuation.  During the fourth quarter, the impairment was largely driven by a lower enterprise valuation resulting from a reduction in utilized market multiple from 5.8x to 5.5x reflecting the lower outlook for our industry as a whole.  The revaluation of our net

F-18

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

deferred tax liabilities which resulted from the enactment of Tax Cut and Job Act, caused further goodwill impairment (see Note 12).

Our first and third quarter quantitative assessments indicated that the fair value of the enterprise exceeded its carrying value and, therefore, no indication of impairment existed in either period.

The market multiples approach that we use incorporates significant estimates and assumptions related to the forecasted results for the remainder of the year including revenues, expenses, and the achievement of other cost synergies. Our assessment includes many qualitative factors that require significant judgment. Alternative interpretations of these factors could have resulted in different conclusions regarding the need for, or size of, an impairment. Continued declines in our profitability or cash flows or in the sustained, historically low trading prices of our common stock may result in further impairment.

We also considered whether the carrying values of finite-lived intangible assets and property plant and equipment may not be recoverable or whether the carrying value of certain indefinite-lived intangible assets were impaired, noting no additional impairment was present as of December 31, 2017.

The components of other intangibles at December 31, 2017 and 2016 are as follows:

	2017						2016
($ in millions)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Other Intangibles:
Customer base	$	5,188	$	(3,294)	$	1,894	$	5,088	$	(2,604)	$	2,484
Trade name		122		-		122		122		-		122
Royalty agreement		72		(25)		47		72		(16)		56
Total other intangibles	$	5,382	$	(3,319)	$	2,063	$	5,282	$	(2,620)	$	2,662

Amortization expense was as follows:

	For the Year Ended
($ in millions)	2017		2016		2015
Amortization expense	$	699	$	643	$	337

Amortization expense primarily represents the amortization of our customer base acquired as a result of the CTF Acquisition, the Connecticut Acquisition and the acquisition of certain Verizon properties in 2010 with each based on a useful life of 8 to 12 years on an accelerated method. The approximate weighted average remaining life of our customer base is 6 years and for our royalty agreement is 3 years. Amortization expense based on our current estimate of useful lives, is estimated to be approximately $569 million in 2018,  $454 million in 2019,  $354 million in 2020,  $260 million in 2021, and $173 million in 2022.

F-19

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(7)Long-Term Debt:

The activity in our long-term debt from January 1, 2017 to December 31, 2017 is summarized as follows:

				Year ended December 31, 2017
($ in millions)	January 1, 2017		Payments and Retirements		New Borrowings		December 31, 2017		Interest Rate at December 31, 2017*
Senior & Subsidiary
Unsecured Debt	$	15,900	$	(1,655)	$	-	$	14,245	9.22%
Senior Secured Debt		2,151		(155)		1,500		3,496	5.24%
Secured Subsidiary Debt		100		-		-		100	8.50%
Secured Debt		19		(3)		-		16	5.56%
Rural Utilities Service Loan Contracts		8		(1)		-		7	6.15%
Total Debt	$	18,178	$	(1,814)	$	1,500	$	17,863	8.44%
Less: Debt Issuance Costs		(209)						(183)
Less: Debt Premium (Discount)		(46)						(54)
Less: Current Portion		(363)						(656)
Total Long-Term Debt	$	17,560					$	16,970

* Interest rate includes amortization of debt issuance costs and debt premiums or discounts.  The interest rates at December 31, 2017 represent a weighted average of multiple issuances.

F-20

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Additional information regarding our senior unsecured debt, senior secured debt and subsidiary debt at December 31, 2017 and 2016 is as follows:

	2017			2016
	Principal		Interest	Principal		Interest
($ in millions)	Outstanding		Rate	Outstanding		Rate
Senior Unsecured Debt Due:
4/15/2017	$	-	8.250%	$	210	8.250%
10/1/2018		491	8.125%		583	8.125%
3/15/2019		404	7.125%		434	7.125%
4/15/2020		619	8.500%		1,169	8.500%
9/15/2020		303	8.875%		1,066	8.875%
7/1/2021		490	9.250%		500	9.250%
9/15/2021		775	6.250%		775	6.250%
4/15/2022		500	8.750%		500	8.750%
9/15/2022		2,188	10.500%		2,188	10.500%
1/15/2023		850	7.125%		850	7.125%
4/15/2024		750	7.625%		750	7.625%
1/15/2025		775	6.875%		775	6.875%
9/15/2025		3,600	11.000%		3,600	11.000%
11/1/2025		138	7.000%		138	7.000%
8/15/2026		2	6.800%		2	6.800%
1/15/2027		346	7.875%		346	7.875%
8/15/2031		945	9.000%		945	9.000%
10/1/2034		1	7.680%		1	7.680%
7/1/2035		125	7.450%		125	7.450%
10/1/2046		193	7.050%		193	7.050%
		13,495			15,150
Senior Secured Debt Due:
10/24/2019(1)		245	5.445% (Variable)		280	4.145% (Variable)
3/31/2021(2)		1,483	4.320% (Variable)		1,564	3.270% (Variable)
10/12/2021(3)		276	5.445% (Variable)		307	4.145% (Variable)
6/15/2024(4)		1,492	5.320% (Variable)		-
		3,496			2,151
Subsidiary Debentures Due:
5/15/2027		200	6.750%		200	6.750%
2/1/2028		300	6.860%		300	6.860%
2/15/2028		200	6.730%		200	6.730%
10/15/2029		50	8.400%		50	8.400%
11/15/2031		100	8.500%		100	8.500%
		850			850
Total	$	17,841	8.1%(5)	$	18,151	8.3% (5)

(1)  Represents borrowings under the 2014 CoBank Credit Agreement, as defined below.

(2)  Represents borrowings under the JPM Credit Agreement Term Loan A, as defined below.

(3)  Represents borrowings under the 2016 CoBank Credit Agreement, as defined below.

(4)  Represents borrowings under the JPM Credit Agreement Term Loan B, as defined below.

(5)  Interest rate represents a weighted average of the stated interest rates of multiple issuances.

F-21

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

New Notes Issuances

Upon completion of the CTF Acquisition on April 1, 2016, we assumed additional debt of $600 million, including $200 million aggregate principal amount of 6.75% Senior Notes due May 15, 2027, $300 million aggregate principal amount of 6.86% Senior Notes due February 1, 2028 and $100 million aggregate principal amount of 8.50% Senior Notes due November 15, 2031.

On September 25, 2015, Frontier completed a private offering of $6,600 million aggregate principal amount of unsecured Senior Notes, as follows: $1,000 million of 8.875% Senior Notes due 2020;$2,000 million of 10.50% Senior Notes due 2022; and $3,600 million of 11.00% Senior Notes due 2025. Each was issued at a price equal to 100% of its principal amount. Frontier used the net proceeds from the offering (after deducting underwriting fees) to finance a portion of the cash consideration paid in connection with the CTF Acquisition and to pay related fees and expenses. The net proceeds of the debt offering of $6,485 million were included in “Restricted cash” in the consolidated balance sheet as of December 31, 2015. In June 2016, we completed an exchange offer of registered senior notes for the privately placed senior notes.

Debt Reductions and Conversions

During 2017, Frontier used proceeds from Term Loan B (see definition and note discussion below) and cash on hand to retire $763 million of 8.875% Notes due 2020,  $550 million of 8.500% Notes due 2020,  $92 million of 8.125% Notes due 2018,  $30 million of 7.125% Notes due 2019, and $10 million of 9.250% Notes due 2021. Frontier recorded a loss of $88 million driven primarily by premiums on the retirement of the notes. Additionally, Frontier used cash available on hand for the scheduled retirement of $210 million of 8.25% Senior Notes at maturity.

During 2016, we completed non-cash debt exchanges including related accrued interest, of $397 million of our 8.25% Notes due April 2017 for approximately $147 million of our 8.50% Notes due April 2020, $66 million of our 8.875% Notes due September 2020, and $188 million of our 10.50% Notes due September 2022. A pretax loss of approximately $7 million was recognized and included in our consolidated statement of operations for the year ended December 31, 2016.

During 2015, Frontier used cash available on hand for the scheduled retirement of $97 million of 7.875% Senior Notes, and $105 million 6.625% Senior Notes at maturity.

Term Loans and Credit Facilities

On February 27, 2017, Frontier entered into a first amended and restated credit agreement with JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto, pursuant to which Frontier combined its revolving credit agreement, dated as of June 2, 2014, and its term loan credit agreement, dated as of August 12, 2015. Under the JPM Credit Agreement, as further amended on June 15, 2017 by Increase Joinder No.1 (as so amended, the JPM Credit Agreement), Frontier has a $1,625 million senior secured term loan A facility (the Term Loan A) maturing on March 31, 2021, an $850 million undrawn secured revolving credit facility maturing on February 27, 2022 (the Revolver), and $1,500 million senior secured term loan B facility (the Term Loan B) maturing on June 15, 2024. The maturities of the Term Loan A, the Revolver, and the Term Loan B, in each case if still outstanding, will be accelerated in the following circumstances: (i) if, 91 days before the maturity date of any series of Senior Notes maturing in 2020, 2023 and 2024, more than $500 million in principal amount remains outstanding on such series; or (ii) if, 91 days before the maturity date of the first series of Senior Notes maturing in 2021 or 2022, more than $500 million in principal amount remains outstanding, in the aggregate, on the two series of Senior Notes maturing in such year. The determination of interest rates for each of the facilities under the JPM Credit Agreement is based on margins over the Base Rate (as defined in the JPM Credit Agreement) or over LIBOR, at the election of Frontier. Interest rate margins on the Term Loan A and Revolver (ranging from 0.75% to 1.75% for Base Rate borrowings and 1.75% to 2.75% for LIBOR borrowings) are subject to adjustment based on Frontier’s Total Leverage Ratio (as defined in the JPM Credit Agreement). The interest rate on the Term Loan A as of December 31, 2017 was LIBOR plus 2.75%. Interest rate margins on the Term Loan B (2.75% for Base Rate borrowings and 3.75% for LIBOR borrowings) are not subject to adjustment. The security package under the JPM Credit Agreement includes pledges of the equity interests in certain Frontier subsidiaries and guaranties by certain Frontier subsidiaries. As of December 31, 2017 no borrowing had been made under the revolving credit facility. Letters of credit, which may be issued under the revolver up to a maximum of $134 million, reduce available borrowing capacity under the revolving credit facility. Letters of credit issued under the revolver totaled $63 million and $0 as of December 31, 2017 and 2016,

F-22

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

respectively. The revolving credit facility is available for general corporate purposes but may not be used to fund dividend payments if the undrawn amount under the revolver is less than $250 million.

Frontier has two senior secured credit agreements with CoBank, ACB, as administrative agent, lead arranger and a lender, and the other lenders party thereto: the first, drawn in 2011 (the 2011 CoBank Credit Agreement), was refinanced on October 12, 2016 with a similar facility for $315 million, maturing on October 12, 2021 (the 2016 CoBank Credit Agreement), and the second, drawn in 2014 (the 2014 CoBank Credit Agreement), matures on October 24, 2019. Repayment of the principal balance will be made in quarterly installments of $8 million which commenced December 31, 2016 for the 2016 CoBank Credit Agreement, and $9 million which commenced on March 31, 2015 for the 2014 CoBank Credit Agreement. The remaining outstanding principal balances to be repaid on the maturity date.

On March 29, 2017, Frontier amended the 2014 and 2016 CoBank Credit Agreements. The amendments provide that interest rate margins under each of these facilities will range from 0.875% to 3.875% for Base Rate borrowings and 1.875% to 4.875% for LIBOR borrowings, subject to adjustment based on our Total Leverage Ratio, as defined in each credit agreement. The interest rate on each of the facilities as of December 31, 2017 was LIBOR plus 3.875%. In addition, the amendments provide for increases in the maximum Leverage Ratio and expansion of the security package identical to those contained in the JPM Credit Agreement.

On January 25, 2018 Frontier further amended its credit agreements with JP Morgan Chase and CoBank (JPM Credit Amendment).  The amendments expanded the security package to include interests of certain subsidiaries previously not pledged and replaced the net leverage ratio maintenance test with a first lien net leverage ratio maintenance test.

During 2015, we entered into secured financings totaling $3 million with four year terms and no stated interest rate for certain equipment purchases.

As of December 31, 2017, we were in compliance with all of our debt and credit facility covenants.

Our scheduled principal payments are as follows as of December 31, 2017:  

	Principal
($ in millions)	Payments
2018	$	656
2019	$	804
2020	$	1,132
2021	$	2,558
2022	$	2,703
Thereafter	$	10,010

F-23

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Other Obligations

During 2016, Frontier contributed a real estate property with a fair value of $15 million for the purpose of funding a portion of its contribution obligations to its qualified defined benefit pension plan. The pension plan obtained independent appraisals of the property and, based on these appraisals, the pension plan recorded the contribution at its fair value of $15 million. Frontier has entered into a lease for the contributed property with initial terms of 15 years at a combined aggregate annual rent of approximately $2 million. The property is managed on behalf of the pension plan by an independent fiduciary, and the terms of the lease were negotiated with the fiduciary on an arm’s-length basis.

The contribution and leaseback of the property was treated as a financing transaction and, accordingly, Frontier continues to depreciate the carrying value of the property in its financial statements and no gain or loss was recognized. An obligation of $15 million was recorded in our consolidated balance sheet within “Other liabilities” and the liability is reduced annually by a portion of the lease payments made to the pension plan.

During 2017 and 2016, Frontier modified certain operating leases for vehicles which resulted in the classification as capital leases. These agreements have lease terms of 1 to 7 years. These capital lease obligations are included in our consolidated balance sheet within “Other liabilities” and “Other current liabilities.”

In 2012, Frontier entered into a sale and leaseback arrangement for a facility in Everett, Washington and entered into a capital lease for the use of fiber in the state of Minnesota. These agreements have lease terms of 12 and 23 years, respectively. These capital lease obligations are included in our consolidated balance sheet within “Other liabilities” and “Other current liabilities.”

Future minimum payments for finance lease obligations and capital lease obligations as of December 31, 2017 are as follows:

($ in millions)	Finance Lease Obligations		Capital Lease Obligations
Year ending December 31:
2018	$	9	$	41
2019		9		29
2020		10		19
2021		10		12
2022		10		9
Thereafter		52		9
Total future payments		100		119
Less: Amounts representing interest		(55)		(14)
Present value of minimum lease payments	$	45	$	105

F-24

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(8) Restructuring Costs

As of December 31, 2017, restructuring related liabilities of $25 million pertaining to employee separation charges are included in “Other current liabilities” in our consolidated balance sheet.

During 2017, restructuring costs and other charges, primarily consisting of severance and other employee-related costs of $68 million, pension/OPEB benefit enhancements of $5 million and the loss recorded on the sale of Frontier’s Secure Strategic Partnerships business of $9 million, totaling $82 million in connection with workforce reductions, are included in “Restructuring costs and other charges” in our consolidated statement of operations for the year ended December 31, 2017.

During 2016, restructuring costs and other charges, primarily consisting of severanceand other employee-related costs of $65 million, and pension/OPEB benefit enhancements of $26 million, totaling $91 million in connection with workforce reductions, are included in “Restructuring costsand other charges” in our consolidated statement of operations for the year ended December 31, 2016.

The following is a summary of the changes in the liabilities established for restructuring programs at December 31, 2017:

	Restructuring
($ in millions)	Liability
Balance, January 1, 2016	$	1
Severance costs		65
Cash payments during the period		(19)
Balance, December 31, 2016		47
Severance costs		68
Cash payments during the period		(90)
Balance, December 31, 2017	$	25

(9) Investment and Other Income, Net:

The components of investment and other income, net for the years ended December 31, 2017, 2016 and 2015 are as follows:

($ in millions)	2017		2016		2015
Interest and dividend income	$	6	$	13	$	7
Gain on expiration/settlement of customer advances		-		13		-
All other, net		(3)		1		-
Total investment and other income, net	$	3	$	27	$	7

During 2016, we recognized income of $13 million in connection with certain retained liabilities that have terminated, associated with customer advances for construction from our disposed water properties.

(10)Capital Stock:  

We are authorized to issue up to 175,000,000 shares of common stock and 50,000,000 shares of preferred stock. The amount and timing of dividends payable on common and preferred stock are, subject to applicable law, within the sole discretion of our Board of Directors.

Common Stock Offering

On June 10, 2015, prior to the reverse stock split (see Footnote 1) we completed a registered offering of 150,000,000 shares of our common stock, par value $0.25 per share, at an offering price of $5 per share. On June

F-25

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

24, 2015, Frontier issued an additional 15,000,000 shares of common stock in connection with the over-allotment option that was exercised in full by the underwriters. Aggregate net proceeds were approximately $799 million after deducting commissions and estimated expenses. We used the net proceeds from this offering to fund a portion of the acquisition price of the CTF Acquisition and related fees and expenses.

Mandatory Convertible Preferred Stock (Series A) Offering

On June 10, 2015, prior to the reverse stock split, we completed a registered offering of 17,500,000 shares of our 11.125% Mandatory Convertible Preferred Stock, Series A, par value $0.01 per share (the “Series A Preferred Stock”), at an offering price of $100 per share. On June 24, 2015, Frontier issued an additional 1,750,000 shares of Series A Preferred Stock in connection with the over-allotment option that was exercised in full by the underwriters. Aggregate net proceeds of the offering were $1,866 million after deducting commissions and estimated expenses. We used the net proceeds from this offering to fund a portion of the acquisition price of the CTF Acquisition and related fees and expenses.

Unless converted earlier, each share of the Series A Preferred Stock will automatically convert on June 29, 2018 into common stock, (between 1.1348and 1.3333 shares on a post-split basis) depending on the applicable market value of our common stock, subject to anti-dilution adjustments. Subject to certain restrictions, at any time prior to June 29, 2018, holders of the Series A Preferred Stock may elect to convert all or a portion of their shares into common stock at the minimum conversion rate then in effect.

Dividends on shares of the Series A Preferred Stock are payable on a cumulative basis when, as and if declared by our Board of Directors (or an authorized committee thereof) at an annual rate of 11.125% on the liquidation preference of $100.00 per share, on the last business day of March, June, September and December of each year, commencing on September 30, 2015 to, and including, the mandatory conversion date. Series A Preferred Stock dividends of $214 million,$214 million, and $120 million were paid in 2017, 2016, and 2015 respectively.

Pursuant to the terms of the CTF Acquisition, $1,955 million of the $2,665million in net proceeds from the equity offerings were deposited into escrow and were included in “Restricted cash” in the consolidated balance sheet as of December 31, 2015. Upon closing of the CTF Acquisition, the funds were released and used to fund a portion of the purchase price.

(11) Stock Plans:

At December 31, 2017, we had seven stock-based compensation plans under which grants were made and awards remained outstanding. No further awards may be granted under six of the plans: the 1996 Equity Incentive Plan (the 1996 EIP), the Amended and Restated 2000 Equity Incentive Plan (the 2000 EIP), the 2009 Equity Incentive Plan (the 2009 EIP), the 2013 Equity Incentive Plan (the 2013 EIP), the Deferred Fee Plan and the Directors’ Equity Plan. At December 31, 2017, there were approximately 5,667,000 shares authorized for grant and approximately 4,361,000 shares available for grant under the 2017 Equity Incentive Plan (the 2017 EIP and together with the 1996 EIP, the 2000 EIP, the 2009 EIP and the 2013 EIPS, the EIPs). Our general policy is to issue treasury shares upon the grant of restricted shares and the exercise of options.

1996, 2000, 2009, 2013, and 2017 Equity Incentive Plans

Since the expiration dates of the 1996 EIP, the 2000 EIP, the 2009 EIP, and the 2013 EIP on May 22, 2006, May 14, 2009, May 8, 2013, and May 10, 2017, respectively, no awards have been or may be granted under the 1996 EIP, the 2000 EIP, the 2009 EIP, and the 2013 EIP. Under the 2017 EIP, awards of our common stock may be granted to eligible employees in the form of incentive stock options, non-qualified stock options, SARs, restricted stock, performance shares or other stock-based awards. As discussed under the Non-Employee Directors’ Compensation Plans below, prior to May 25, 2006 non-employee directors received an award of stock options under the 2000 EIP upon commencement of service. No awards may be granted more than 10 years after the effective date (May 10, 2017) of the 2017 EIP plan. The exercise price of stock options and SARs under the EIPs generally are equal to or greater than the fair market value of the underlying common stock on the date of grant. Stock options are not ordinarily exercisable on the date of grant but vest over a period of time (generally four years). Under the terms of the EIPs, subsequent stock dividends and stock splits have the effect of increasing the option shares outstanding, which correspondingly decrease the average exercise price of outstanding options.

F-26

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Performance Shares

On February 15, 2012, Frontier’s Compensation Committee, in consultation with the other non-management directors of Frontier’s Board of Directors and the Committee’s independent executive compensation consultant, adopted the Frontier Long-Term Incentive Plan (the LTIP). LTIP awards are granted in the form of performance shares. The LTIP is currently offered under Frontier’s 2009 EIP, 2013 EIP and 2017 EIP, and participants consist of senior vice presidents and above. The LTIP awards have performance, market and time-vesting conditions.

Beginning in 2012, during the first 90 days of a three-year performance period (a Measurement Period), a target number of performance shares are awarded to each LTIP participant with respect to the Measurement Period. The performance metrics under the LTIP are (1) annual targets for operating cash flow based on a goal set during the first 90 days of each year in the three-year Measurement Period and (2) an overall performance “modifier” set during the first 90 days of the Measurement Period, based on Frontier’s total return to stockholders (i.e., Total Shareholder Return or TSR) relative to the Integrated Telecommunications Services Group (GICS Code 50101020) for the three-year Measurement Period. Operating cash flow performance is determined at the end of each year and the annual results will be averaged at the end of the three-year Measurement Period to determine the preliminary number of shares earned under the LTIP award. The TSR performance measure is then applied to decrease or increase payouts based on Frontier’s three year relative TSR performance. LTIP awards, to the extent earned, will be paid out in the form of common stock shortly following the end of the three-year Measurement Period.

On February 25, 2015, the Compensation Committee granted approximately 665,000 performance shares under the LTIP and set the operating cash flow performance goal for 2015, which applies to the first year in the 2015-2017 measurement period, the second year of the 2014-2016 measurement period and the third year of the 2013-2015 measurement period. On February 11, 2016, the Compensation Committee granted approximately 1,669,000 performance shares under the LTIP and set the operating cash flow performance goal for 2016, which applies to the first year in the 2016-2018 measurement period, the second year of the 2015-2017 measurement period and the third year of the 2014-2016 measurement period. On February 16, 2017, the Compensation Committee of our Board of Directors granted approximately 157,400 performance shares under the Frontier Long Term Incentive Plan (the LTIP) and set the operating cash flow performance goal for 2017, which applies to the first year in the 2017-2019 measurement period, the second year of the 2016-2018 measurement period and the third year of the 2015-2017 measurement period.The number of shares of common stock earned at the end of each three-year Measurement Period may be more or less than the number of target performance shares granted as a result of operating cash flow and TSR performance. An executive must maintain a satisfactory performance rating during the Measurement Period and must be employed by Frontier at the end of the three-year Measurement Period in order for the award to vest. The Compensation Committee will determine the number of shares earned for each three year Measurement Period in February of the year following the end of the Measurement Period.

F-27

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

The following summary presents information regarding LTIP target performance shares as of December 31, 2017 and changes during the three years then ended with regard to LTIP shares awarded under the 2009 EIP, 2013 EIP, and 2017 EIP:

	Number of
	Shares
	(in thousands)
Balance at December 31, 2014	179
LTIP target performance shares granted	49
LTIP target performance shares earned	(50)
LTIP target performance shares forfeited	(10)
Balance at December 31, 2015	168
LTIP target performance shares granted	111
LTIP target performance shares earned	(59)
LTIP target performance shares forfeited	(30)
Balance at December 31, 2016	190
LTIP target performance shares granted	211
LTIP target performance shares earned	(41)
LTIP target performance shares forfeited	(54)
Balance at December 31, 2017	306

For purposes of determining compensation expense, the fair value of each performance share is measured at the end of each reporting period and, therefore, will fluctuate based on the price of Frontier common stock as well as performance relative to the targets. Frontier recognized an expense, included in “Selling, general, and administrative expenses” of $1 million, $6million, and $7 million during 2017, 2016 and 2015, respectively, for the LTIP.

Restricted Stock

The following summary presents information regarding unvested restricted stock as of December 31, 2017 and changes during the three years then ended with regard to restricted stock under the 2009 EIP, 2013 EIP, and 2017 EIP:

		Weighted
		Average
	Number of	Grant Date		Aggregate
	Shares	Fair Value		Fair Value
	(in thousands)	(per share)		(in millions)
Balance at December 31, 2014	512	$	71.25	$	52
Restricted stock granted	188	$	118.80	$	13
Restricted stock vested	(214)	$	73.35	$	15
Restricted stock forfeited	(24)	$	76.50
Balance at December 31, 2015	462	$	88.95	$	33
Restricted stock granted	396	$	65.40	$	20
Restricted stock vested	(248)	$	78.90	$	13
Restricted stock forfeited	(61)	$	76.65
Balance at December 31, 2016	549	$	78.00	$	28
Restricted stock granted	454	$	47.77	$	3
Restricted stock vested	(240)	$	80.86	$	2
Restricted stock forfeited	(130)	$	60.92
Balance at December 31, 2017	633	$	58.63	$	4

F-28

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

For purposes of determining compensation expense, the fair value of each restricted stock grant is estimated based on the average of the high and low market price of a share of our common stock on the date of grant. Total remaining unrecognized compensation cost associated with unvested restricted stock awards that is deferred at December 31, 2017 was $21 million and the weighted average vesting period over which this cost is expected to be recognized is approximately1.2 years.

We have granted restricted stock awards to employees in the form of our common stock. None of the restricted stock awards may be sold, assigned, pledged or otherwise transferred, voluntarily or involuntarily, by the employees until the restrictions lapse, subject to limited exceptions. The restrictions are time-based. Compensation expense, recognized in “Selling, general and administrative expenses”, of $18 million, $18 million and $20 million, for the years ended December 31, 2017, 2016 and 2015, respectively, has been recorded in connection with these grants.

Non-Employee Directors’ Compensation Plans

As of October 1, 2013, stock units are credited to the director’s account in an amount that is determined as follows: the total cash value of the fees payable to the director is divided by the closing price of Frontier common stock on the grant date of the units. Units are credited to the director’s account quarterly. Directors must also elect to convert the units to either common stock (convertible on a one-to-one basis) or cash upon retirement or death.

Dividends are paid on stock units held by directors at the same rate and at the same time as we pay dividends on shares of our common stock. Dividends on stock units are paid in the form of additional stock units.

There were 9 directors participating in the Director Plans during all or part of 2017. The total plan units earned were 94,034,  29,618, and22,279 in 2017, 2016 and 2015, respectively.

To the extent directors elect to receive the distribution of their stock unit account in cash, they are considered liability-based awards. To the extent directors elect to receive the distribution of their stock unit accounts in common stock, they are considered equity-based awards. Compensation expense for stock units that are considered equity-based awards is based on the market value of our common stock at the date of grant. Compensation expense for stock units that are considered liability-based awards is based on the market value of our common stock at the end of each period.

In connection with the Director Plans, there were compensation costs associated with the issuance of stock units of $(5) million, $0 million and ($1) million in 2017, 2016 and 2015, respectively. Cash compensation associated with the Director Plans was $1 million in 2017, 2016 and 2015, respectively. These costs are recognized in “Selling, general and administrative expenses”.

F-29

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(12) Income Taxes:  

The following is a reconciliation of the provision for income taxes computed at the federal statutory rate to income taxes computed at the effective rates for the years ended December 31, 2017, 2016 and 2015:

	2017		2016		2015
Consolidated tax provision at federal statutory rate	35.0	%	35.0	%	35.0	%
State income tax provisions, net of federal income
tax benefit	1.7		(0.1)		8.7
Tax reserve adjustment	0.1		0.6		(0.3)
Domestic production activities deduction	-		(1.9)		-
Changes in certain deferred tax balances	(0.4)		5.8		0.8
Goodwill impairment	(19.1)		-		-
Federal research and development credit	0.1		1.0		1.5
Non-deductible transaction costs	-		-		0.4
Deferred Tax Remeasurement - 2017 Tax Reform	26.1		-		-
All other, net	(0.1)		(0.2)		(0.3)
Effective tax rate	43.4	%	40.2	%	45.8	%

Income taxes for the year ended December 31, 2017 includes the tax impact of $608 million related to the goodwill impairment recorded during the year.

On December 22, 2017, the U.S. government enacted comprehensive tax legislation known as the Tax Cut and Jobs Act (the TCJA). The TCJA, makes broad and complex changes to the U.S. tax code. The TCJA reduces the corporate tax rate to 21%, effective January 1, 2018. Under ASC 740, the effects of new legislation are recognized upon enactment. Accordingly, recognition of the tax effects of the TCJA is required in the interim and annual periods that include December 22, 2017.

On December 22, 2017, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”), which provides guidance on accounting for the tax effects of the TCJA.  SAB 118 provides a measurement period that should not extend beyond one year from the TCJA enactment date for companies to complete the accounting under ASC 740, Income Taxes.  In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the TCJA for which the accounting under ASC 740 is complete.  To the extent that a company’s accounting for certain income tax effects of the TCJA is incomplete but it is able to determine a reasonable estimate, it must record a provisional estimate in the financial statements.

As a result of the reduction of the federal corporate income tax rate, we revalued our net deferred tax liability, as of December 31, 2017. We have recorded a net tax benefit of $830 million to value the liability using the new, lower federal tax rate. Our effective tax rate increased to 43.4% primarily as a result of the revaluation of our net deferred tax liability, partially offset by the 19.1% detriment related to the goodwill impairments. The components of the provisional net tax expense recorded in 2017 are based on currently available information and additional information needs to be prepared, obtained and/or analyzed to determine the final amounts.  The provisional tax benefit for the re-measurement of deferred taxes will require additional information necessary for the preparation of our U.S. federal tax return, and further analysis and interpretation of certain provisions of the TCJA impacting deferred taxes, for example, 100% expensing of qualified assets as well as deferred tax items arising from items of income or loss recorded in other comprehensive income, could impact our tax balances as of December 31, 2017.

Income taxes for 2016 include the impact of $36 million of tax benefits resulting primarily from the adjustment of deferred tax balances due to the CTF Acquisition, the impact of $6 million in benefits from the Federal research and development credits, along with a $12 million reversal of benefits related to the domestic production activities deduction.

F-30

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Income taxes for 2015 include the impact of a $3 million benefit arising from the adjustment of deferred tax balances and a $5 million benefit from the federal research and development credit.

Amounts pertaining to income tax related accounts of $0 and $55 million are included in “Income taxes and other current assets” in the consolidated balance sheets as of December 31, 2017 and 2016, respectively.

In 2017 and 2016, we received federal and state income tax refunds totaling $51 million and $120  million, respectively.

The components of the net deferred income tax liability (asset) at December 31 are as follows:

($ in millions)	2017		2016
Deferred income tax liabilities:
Property, plant and equipment basis differences	$	2,022	$	2,751
Intangibles		140		878
Deferred revenue/expense		8		14
Other, net		4		12
	$	2,174	$	3,655
Deferred income tax assets:
Pension liability		176		273
Tax operating loss carryforward		960		687
Employee benefits		192		255
Accrued expenses		23		44
Lease obligations		39		75
Tax credit		43		30
Allowance for doubtful accounts		7		44
Other, net		2		2
		1,442		1,410
Less: Valuation allowance		(407)		(271)
Net deferred income tax asset		1,035		1,139
Net deferred income tax liability	$	1,139	$	2,516

Our federal net operating loss carryforward as of December 31, 2017 is estimated at $2.1 billion. The federal loss carryforward will begin to expire after 2036, unless otherwise used.

Our state tax operating loss carryforward as of December 31, 2017 is estimated at $9.3 billion. A portion of our state loss carryforward will continue to expire annually through 2037, unless otherwise used.

Our federal research and development credit and alternative minimum tax credit as of December 31, 2017 is estimated at $18 million and $3 million, respectively. The federal research and development credit will expire between 2034 and 2037, unless otherwise used.

Our various state credits as of December 31, 2017 are estimated at $27 million. The state credits will expire between 2018 and 2022, unless otherwise used.

As of December 31, 2017, Frontier has a valuation allowance of $407 million to reduce deferred tax assets to an amount more likely than not to be realized. This valuation allowance is related to state net operating losses and state tax credits. In evaluating Frontier’s ability to realize its deferred tax assets, management considers whether it is more likely than not that some or all of the deferred tax assets will not be realized. Management also considered the projected reversal of deferred tax liabilities and projected future taxable income in making this assessment. Based upon this assessment, management believes it is more likely than not Frontier will

F-31

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

realize the benefits of these deductible differences, net of valuation allowance. There was a valuation allowance of $271 million recorded as of December 31, 2016.

The provision (benefit) for federal and state income taxes, as well as the taxes charged or credited to equity of Frontier, includes amounts both payable currently and deferred for payment in future periods as indicated below:

($ in millions)	2017		2016		2015
Income tax expense (benefit):
Current:
Federal	$	(4)	$	(52)	$	8
State		5		7		(6)
Total Current		1		(45)		2
Deferred:
Federal		(1,312)		(145)		(126)
State		(72)		(60)		(41)
Total Deferred		(1,384)		(205)		(167)
Total income tax expense (benefit)		(1,383)		(250)		(165)
Income taxes charged (credited) to equity of Frontier:
Utilization of the benefits arising from restricted stock		(1)		(5)		-
Deferred income taxes (benefits) arising from the recognition
of additional pension/OPEB liability		7		(21)		36
Total income taxes charged (credited) to equity of Frontier		6		(26)		36
Total income taxes	$	(1,377)	$	(276)	$	(129)

U.S. GAAP requires applying a “more likely than not” threshold to the recognition and derecognition of uncertain tax positions either taken or expected to be taken in Frontier’s income tax returns. The total amount of our gross tax liability for tax positions that may not be sustained under a “more likely than not” threshold amounts to $12 million as of December 31, 2017 including interest of $1 million. The amount of our uncertain tax positions, for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly increase or decrease during the next twelve months, and which would affect our effective tax rate, is $3 million as of December 31, 2017.

Frontier’s policy regarding the classification of interest and penalties is to include these amounts as a component of income tax expense. This treatment of interest and penalties is consistent with prior periods. We are subject

F-32

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

to income tax examinations generally for the years 2013 forward for federal and 2008 forward for state filing jurisdictions. We also maintain uncertain tax positions in various state jurisdictions.

The following table sets forth the changes in Frontier’s balance of unrecognized tax benefits for the years ended December 31, 2017 and 2016:

($ in millions)	2017		2016
Unrecognized tax benefits - beginning of year	$	16	$	19
Gross increases - prior year tax positions		-		3
Gross increases - current year tax positions		3		3
Gross decreases - FIN 48 liability release		(7)		(9)
Gross decreases - expired statute of limitations		-		-
Unrecognized tax benefits - end of year	$	12	$	16

The amounts above exclude $1 million of accrued interest as of December 31, 2017 and 2016, respectively, that we have recorded and would be payable should Frontier’s tax positions not be sustained.

(13) Net Loss Per Common Share:

The reconciliation of the net loss per common share calculation for the years ended December 31, 2017, 2016 and 2015 is as follows:

($ in millions and shares in thousands, except per share amounts)	2017		2016		2015
Net loss used for basic and diluted earnings (loss)
per share:
Net loss attributable to Frontier common shareholders	$	(2,018)	$	(587)	$	(316)
Less:  Dividends paid on unvested restricted stock awards		(2)		(3)		(3)
Total basic net loss attributable to Frontier
common shareholders	$	(2,020)	$	(590)	$	(319)
Effect of loss related to dilutive stock units		-		-		-
Total diluted net loss attributable to Frontier
common shareholders	$	(2,020)	$	(590)	$	(319)
Basic earnings (loss) per share:
Total weighted average shares and unvested restricted stock
awards outstanding - basic		78,409		78,142		72,787
Less:  Weighted average unvested restricted stock awards		(673)		(535)		(479)
Total weighted average shares outstanding - basic		77,736		77,607		72,308
Basic net loss per share attributable to Frontier
common shareholders	$	(25.99)	$	(7.61)	$	(4.41)
Diluted earnings (loss) per share:
Total weighted average shares outstanding - basic		77,736		77,607		72,308
Effect of dilutive shares		-		-		-
Total weighted average shares outstanding - diluted		77,736		77,607		72,308
Diluted net loss per share attributable to Frontier
common shareholders	$	(25.99)	$	(7.61)	$	(4.41)

F-33

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

In calculating diluted net loss per common share for the years ended December 31, 2017, 2016, and 2015 the effect of all common stock equivalents is excluded from the computation as the effect would be antidilutive.

Stock Options

For the years ended December 31, 2017, 2016 and 2015, options to purchase 1,334,  2,667 and 3,333 shares, respectively, issuable under employee compensation plans were excluded from the computation of diluted earnings (loss) per share (EPS) for those periods because the exercise prices were greater than the average market price of our common stock and, therefore, the effect would be antidilutive.

Stock Units

At December 31, 2017, 2016 and 2015, we had 203,952,125,431, and 95,812 stock units, respectively, issued under the Director Plans and the 2013 EIP. These securities have not been included in the diluted income per share of common stock calculation because their inclusion would have an antidilutive effect.

Mandatory Convertible Preferred Stock

The impact of the common share equivalents associated with approximately19,250,000 shares of Series A Preferred stock described above were not included in the calculation of diluted EPS as of December 31, 2017 and 2016, as their impact was antidilutive.

F-34

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(14)Comprehensive Loss:

Comprehensive income (loss) consists of net income (loss) and other gains and losses affecting shareholders’ investment and pension/postretirement benefit (OPEB) liabilities that, under GAAP, are excluded from net income/(loss).

The components of accumulated other comprehensive loss, net of tax at December 31, 2017, 2016 and 2015, and changes for the years then ended, are as follows:

($ in millions)	Pension Costs		OPEB Costs		Total
Balance at December 31, 2014 (a)	$	(330)	$	(74)	$	(404)
Other comprehensive income (loss) before reclassifications		(51)		82		31
Amounts reclassified from accumulated other comprehensive income (loss)		18		2		20
Net current-period other comprehensive income (loss)		(33)		84		51
Balance at December 31, 2015 (a)		(363)		10		(353)
Other comprehensive income (loss) before reclassifications		(65)		11		(54)
Amounts reclassified from accumulated other comprehensive income (loss)		25		(5)		20
Net current-period other comprehensive income (loss)		(40)		6		(34)
Balance at December 31, 2016 (a)		(403)		16		(387)
Other comprehensive income (loss) before reclassifications		(12)		(31)		(43)
Amounts reclassified from accumulated other comprehensive income (loss)		70		(6)		64
Net current-period other comprehensive income (loss)		58		(37)		21
Balance at December 31, 2017 (a)	$	(345)	$	(21)	$	(366)

^(a) Pension and OPEB amounts are net of deferred tax balances of $223 million, $231 million, $211 million, and $247 million as of December 31, 2017, 2016, 2015, and 2014, respectively

As a result of the pension settlement accounting discussed in Note 17, Frontier recorded pension settlement charges totaling $83 million ($51 million net of tax), which were reclassified from accumulated Other comprehensive income (loss) during 2017.

As a result of the CTF Acquisition, the Frontier Communications Pension Plan (the Plan) was remeasured. This remeasurement resulted in a decrease in the discount rate from 4.50% at December 31, 2015 to 4.00% at the date of the CTF Acquisition. This change in the discount rate resulted in a remeasurement charge to Other comprehensive income (loss) of $105 million during 2016.

F-35

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

The significant items reclassified from each component of accumulated other comprehensive loss for the years ended December 31, 2017, 2016 and 2015 are as follows:

	Amount Reclassified from
($ in millions)	Accumulated Other Comprehensive Loss (a)
Details about Accumulated Other Comprehensive Loss Components	2017		2016		2015		Affected Line Item in the Statement Where Net loss  is Presented
Amortization of Pension Cost Items (b)
Actuarial gains (losses)	$	(30)	$	(40)	$	(29)
Pension settlement costs		(83)		-		-
Reclassifications, pretax		(113)		(40)		(29)	loss before income taxes
Tax Impact		43		15		11	Income tax (expense) benefit
Reclassifications, net of tax	$	(70)	$	(25)	$	(18)	Net loss
Amortization of OPEB Cost Items (b)
Prior-service credits/(costs)	$	9	$	9	$	5
Actuarial gains (losses)		-		(1)		(8)
Reclassifications, pretax		9		8		(3)	loss before income taxes
Tax impact		(3)		(3)		1	Income tax (expense) benefit
Reclassifications, net of tax	$	6	$	5	$	(2)	Net loss

(a) Amounts in parentheses indicate losses.

(b) These accumulated other comprehensive loss components are included in the computation of net periodic pension and OPEB costs (see Note 17 - Retirement Plans for additional details).

(15) Segment Information:

We operate in oneoperating and onereportable segment. Frontier provides both regulated and unregulated voice, data and video services to consumer andcommercial customers and is typically the incumbent voice services provider in its service areas.

(16)  Quarterly Financial Data (Unaudited):

($ in millions, except per share amounts)	First Quarter		Second Quarter		Third Quarter		Fourth Quarter		Total Year
2017
Revenue	$	2,356	$	2,304	$	2,251	$	2,217	$	9,128
Operating income (loss)		271		(394)		309		(1,754)		(1,568)
Net loss attributable to Frontier
common shareholders (1) (2)		(129)		(715)		(92)		(1,082)		(2,018)
Basic net loss per share attributable
to Frontier common shareholders(1) (2)	$	(1.67)	$	(9.20)	$	(1.19)	$	(13.91)	$	(25.99)
Diluted net loss per share attributable
to Frontier common shareholders(1) (2)	$	(1.67)	$	(9.21)	$	(1.19)	$	(13.91)	$	(25.99)

(1) During the fourth quarter of 2017, we recorded a goodwill impairment charge of $2,078 million ($1,822 million after-tax). Refer to Note 6 for further details.

(2) The quarterly net loss per share amounts are rounded to the nearest cent.  Annual net loss per share may vary depending on the effect of such rounding.

F-36

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

($ in millions, except per share amounts)	First Quarter		Second Quarter		Third Quarter		Fourth Quarter		Total Year
2016
Revenue	$	1,355	$	2,608	$	2,524	$	2,409	$	8,896
Operating income		58		311		264		255		888
Net loss attributable to Frontier
common shareholders (1) (2) (4)		(240)		(80)		(134)		(133)		(587)
Basic net loss per share attributable
to Frontier common shareholders(1) (2) (3) (4)	$	(3.10)	$	(1.05)	$	(1.73)	$	(1.73)	$	(7.61)
Diluted net loss per share attributable
to Frontier common shareholders(1) (2) (3) (4)	$	(3.10)	$	(1.05)	$	(1.73)	$	(1.73)	$	(7.61)

(1) During the fourth quarter of 2016, we recorded acquisition and integration expenses of $49 million ($48 million after-tax) related to the CTF acquisition in June 2016.

(2) During the fourth quarter of 2016, we recorded restructuring costs and other charges of $80 million ($52 million after-tax) related to severance expense and special termination benefits resulting from a reduction in the workforce.

(3) The quarterly net loss per share amounts are rounded to the nearest cent.  Annual net loss per share may vary depending on the effect of such rounding.

(4) The change in revenue, operating income, net loss, and net loss per share during the second quarter of 2016 and each subsequent quarter of 2016 reflects additional results of the CTF Operations related to the CTF Acquisition, as described further in Note 3.

(17)Retirement Plans:

We sponsor a noncontributory defined benefit pension plan covering a significant number of our former and current employees and other postretirement benefit plans that provide medical, dental, life insurance and other benefits for covered retired employees and their beneficiaries and covered dependents. The pension plan and postretirement benefit plans are closed to the majority of our newly hired employees. The benefits are based on years of service and final average pay or career average pay. Contributions are made in amounts sufficient to meet ERISA funding requirements while considering tax deductibility. Plan assets are invested in a diversified portfolio of equity and fixed-income securities and alternative investments.

The accounting results for pension and other postretirement benefit costs and obligations are dependent upon various actuarial assumptions applied in the determination of such amounts. These actuarial assumptions include the following: discount rates, expected long-term rate of return on plan assets, future compensation increases, employee turnover, healthcare cost trend rates, expected retirement age, optional form of benefit and mortality. We review these assumptions for changes annually with our independent actuaries. We consider our discount rate and expected long-term rate of return on plan assets to be our most critical assumptions.

The discount rate is used to value, on a present value basis, our pension and other postretirement benefit obligations as of the balance sheet date. The same rate is also used in the interest cost component of the pension and postretirement benefit cost determination for the following year. The measurement date used in the selection of our discount rate is the balance sheet date. Our discount rate assumption is determined annually with assistance from our independent actuaries based on the pattern of expected future benefit payments and the prevailing rates available on long-term, high quality corporate bonds that approximate the benefit obligation.

As of December 31, 2017, 2016 and 2015, we utilized an estimation technique that is based upon a settlement model (Bond:Link) that permits us to closely match cash flows to the expected payments to participants. This rate can change from year-to-year based on market conditions that affect corporate bond yields.

As a result of the technique described above, Frontier is utilizing a discount rate of 3.70% as of December 31, 2017 for its qualified pension plan, compared to rates of 4.10% and 4.50% in 2016 and 2015, respectively. The discount rate for postretirement plans as of December 31, 2017was a range of 3.70% to 3.80% compared to a range of 4.10% to4.30% in 2016 and 4.50% to 4.70% in 2015.

F-37

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

The Pension Plan contains provisions that provide certain employees with the option of receiving a lump sum payment upon retirement. Frontier’s accounting policy is to record these payments as a settlement only if, in the aggregate, they exceed the sum of the annual service and interest costs for the Pension Plan’s net periodic pension benefit cost. During year ended December 31, 2017, lump sum pension settlement payments to terminated or retired individuals amounted to $486 million, which exceeded the settlement threshold of $224 million, and as a result, Frontier recognized non-cash settlement charges totaling $83 million during 2017. The non-cash charge accelerated the recognition of a portion of the previously unrecognized actuarial losses in the Pension Plan. These non-cash charges increased our recorded net loss and accumulated deficit, with an offset to accumulated other comprehensive loss in shareholders’ equity.

As a result of the CTF Acquisition, the Frontier Communications Pension Plan (the Plan) was remeasured. This remeasurement resulted in a decrease in the discount rate from 4.50% at December 31, 2015 to 4.00% at the date of the CTF Acquisition. This change in the discount rate resulted in a remeasurement charge to other comprehensive income (loss) of $105 million during 2016.

The expected long-term rate of return on plan assets is applied in the determination of periodic pension and postretirement benefit cost as a reduction in the computation of the expense. In developing the expected long-term rate of return assumption, we considered published surveys of expected market returns, 10 and 20 year actual returns of various major indices, and our own historical 5 year, 10 year and 20 year investment returns. The expected long-term rate of return on plan assets is based on an asset allocation assumption of 40% in long-duration fixed income securities, and 60% in equity securities and other investments. We review our asset allocation at least annually and make changes when considered appropriate. Our pension asset investment allocation decisions are made by the Retirement Investment & Administration Committee (RIAC), a committee comprised of members of management, pursuant to a delegation of authority by the Retirement Plan Committee of the Board of Directors. The RIAC is responsible for reporting its actions to the Retirement Plan Committee. Asset allocation decisions take into account expected market return assumptions of various asset classes as well as expected pension benefit payment streams. When analyzing anticipated benefit payments, management considers both the absolute amount of the payments as well as the timing of such payments. In 2017, 2016 and 2015, our expected long-term rate of return on plan assets was 7.50%,  7.50%, and7.75%, respectively. For 2018, we will assume a rate of return of 7.50%. Our pension plan assets are valued at fair value as of the measurement date. The measurement date used to determine pension and other postretirement benefit measures for the pension plan and the postretirement benefit plan is December 31.The remeasured funded status of the Pension Plan was approximately 80%, as of December 31, 2017, similar to December 31, 2016.

F-38

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Pension Benefits

The following tables set forth the pension plan’s projected benefit obligations, fair values of plan assets and the pension benefit liability recognized on our consolidated balance sheets as of December31, 2017 and 2016 and the components of total pension benefit cost for the years ended December31, 2017, 2016 and 2015:

($ in millions)	2017		2016
Change in projected benefit obligation (PBO)
PBO at beginning of year	$	3,465	$	2,142
Service cost		97		88
Interest cost		127		122
Actuarial (gain)/loss		214		137
Benefits paid		(59)		(155)
CTF Acquisition PBO		-		1,108
Settlements		(486)		-
Special termination benefits		5		23
PBO at end of year	$	3,363	$	3,465
Change in plan assets
Fair value of plan assets at beginning of year	$	2,766	$	1,572
Fair value of plan assets for the CTF operations as of acquisition date		-		1,120
Actual return on plan assets		378		201
Employer contributions		206		28
Settlements		(486)		-
Differential payment received from Verizon		(131)		-
Benefits paid		(59)		(155)
Fair value of plan assets at end of year	$	2,674	$	2,766
Funded status	$	(689)	$	(699)
Amounts recognized in the consolidated balance sheet
Pension and other postretirement benefits - current	$	-	$	-
Pension and other postretirement benefits - noncurrent	$	(689)	$	(699)
Accumulated other comprehensive loss	$	556	$	647

In connection with the completion of the CTF Acquisition, certain employees were transferred to the Frontier Communications Pension Plan (the Plan) effective April 1, 2016. Assets of$1,108 million related to the CTF Acquisition were transferred from Verizon and the Verizon pension plan trusts during 2016.

($ in millions)	2017		2016		2015
Components of total pension benefit cost
Service cost	$	97	$	88	$	55
Interest cost on projected benefit obligation		127		122		88
Expected return on plan assets		(186)		(168)		(129)
Amortization of unrecognized loss		30		40		29
Net periodic pension benefit cost		68		82		43
Pension settlement costs		83		-		-
Special termination benefits		5		23		-
Total pension benefit cost	$	156	$	105	$	43

F-39

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

The expected amortization of deferred unrecognized loss, included in Other comprehensive income, in 2018 is $26 million.

We capitalized $26million, $25 million and $20 million of pension and OPEB expense into the cost of our capital expenditures during the years ended December 31, 2017, 2016 and 2015, respectively, as the costs relate to our engineering and plant construction activities.

The plan’s weighted average asset allocations at December31, 2017 and 2016 by asset category are as follows:

	2017		2016
Asset category:
Equity securities	50	%	50	%
Debt securities	40	%	38	%
Alternative investments	10	%	11	%
Cash and other	-	%	1	%
Total	100	%	100	%

The plan’s expected benefit payments over the next 10 years are as follows:

($ in millions)	Amount
2018	$	265
2019		256
2020		251
2021		245
2022		237
2023-2027		1,122
Total	$	2,376

We made total contributions to our pension plan of $75 million, net of the Differential (as defined below), during 2017.

As part of the CTF Acquisition, Verizon was required to make a cash payment to Frontier for the difference in assets initially transferred by Verizon into the Pension Plan and the related obligation (the Differential). In 2017, we received the $131 million Differential payment from Verizon, and have remitted an equivalent amount to the Pension Plan as of December 31, 2017. As the Differential was reflected as a receivable of the Pension Plan at December 31, 2016, the cash funding had no impact to plan assets.

See Note 7 for further discussion of a Frontier contribution of real estate property in 2016 with an aggregate fair value of $15 million for the purpose of funding a portion of its contribution obligations to the Plan.We made total cash contributions to our pension plan during 2016 and 2015 of $13 million and $62 million, respectively.

The accumulated benefit obligation for the plan was $3,363 million and $3,465 million at December 31, 2017 and 2016, respectively.

Assumptions used in the computation of annual pension costs and valuation of the year-end obligations were as follows:  

	2017		2016		2015
Discount rate - used at year end to value obligation	3.70	%	4.10	%	4.50	%
Discount rate - used to compute annual cost	4.10	%	4.50	%	4.10	%
Expected long-term rate of return on plan assets	7.50	%	7.50	%	7.75	%
Rate of increase in compensation levels	2.50	%	2.50	%	2.50	%

F-40

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Postretirement Benefits Other Than Pensions—“OPEB”

The following tables set forth the OPEB plans’ benefit obligations, fair values of plan assets and the postretirement benefit liability recognized on our consolidated balance sheets as of December31, 2017 and 2016 and the components of total postretirement benefit cost for the years ended December31, 2017, 2016 and 2015.  

($ in millions)	2017		2016
Change in benefit obligation
Benefit obligation at beginning of year	$	925	$	626
CTF Acquisition PBO		-		276
Service cost		21		19
Interest cost		40		37
Plan participants' contributions		7		5
Actuarial (gain)/loss		54		(18)
Benefits paid		(31)		(23)
Special termination benefits		-		3
Benefit obligation at end of year	$	1,016	$	925
Change in plan assets
Fair value of plan assets at beginning of year	$	-	$	-
Plan participants' contributions		7		5
Employer contribution		24		18
Benefits paid		(31)		(23)
Fair value of plan assets at end of year	$	-	$	-
Funded status	$	(1,016)	$	(925)
Amounts recognized in the consolidated balance sheet
Pension and other postretirement benefits - current	$	(29)	$	(23)
Pension and other postretirement benefits - noncurrent	$	(987)	$	(902)
Accumulated other comprehensive (gain)/loss	$	33	$	(29)

F-41

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

($ in millions)	2017		2016		2015
Components of total postretirement benefit cost
Service cost	$	21	$	19	$	19
Interest cost on projected benefit obligation		40		37		30
Amortization of prior service (credit)/costs		(9)		(9)		(5)
Amortization of unrecognized loss		-		1		8
Net periodic postretirement benefit cost		52		48		52
Special termination benefits		-		3		-
Total postretirement benefit cost	$	52	$	51	$	52

The expected amortization of prior service credit in 2018 is $9 million and the expected amortization of unrecognized loss in 2018 is $2 million.

Assumptions used in the computation of annual OPEB costs and valuation of the year-end OPEB obligations were as follows:  

	2017	2016	2015
Discount rate - used at year end to value obligation	3.70% - 3.80%	4.10% - 4.30%	4.50% - 4.70%
Discount rate - used to compute annual cost	4.10% - 4.30%	4.50% - 4.70%	4.10% - 4.20%

The OPEB plan’s expected benefit payments over the next 10 years are as follows:

($ in millions)	Gross Benefit		Medicare Part D Subsidy		Total
2018	$	30	$	-	$	30
2019		37		-		37
2020		44		-		44
2021		49		-		49
2022		52		-		52
2023-2027		306		2		308
Total	$	518	$	2	$	520

For purposes of measuring year-end benefit obligations, we used, depending on medical plan coverage for different retiree groups, a 6.75% annual rate of increase in the per-capita cost of covered medical benefits, gradually decreasing to 5.00% in the year 2025 and remaining at that level thereafter. The effect of a 1% increase in the assumed medical cost trend rates for each future year on the aggregate of the service and interest cost components of the total postretirement benefit cost would be $1 million and the effect on the accumulated postretirement benefit obligation for health benefits would be $22 million. The effect of a 1% decrease in the assumed medical cost trend rates for each future year on the aggregate of the service and interest cost components of the total postretirement benefit cost would be $(1)million and the effect on the accumulated postretirement benefit obligation for health benefits would be $(22) million.

F-42

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

The amounts in accumulated other comprehensive (gain)/loss before tax that have not yet been recognized as components of net periodic benefit cost at December31, 2017 and 2016 are as follows:  

	Pension Plan				OPEB
($ in millions)	2017		2016		2017		2016
Net actuarial loss	$	556	$	647	$	54	$	1
Prior service cost/(credit)		-		-		(21)		(30)
Total	$	556	$	647	$	33	$	(29)

The amounts recognized as a component of accumulated other comprehensive loss for the years ended December 31, 2017 and 2016 are as follows:  

	Pension Plan				OPEB
($ in millions)	2017		2016		2017		2016
Accumulated other comprehensive (gain)/loss at
beginning of year	$	647	$	584	$	(29)	$	(20)
Net actuarial gain/(loss) recognized during year		(30)		(40)		-		(1)
Prior service (cost)/credit recognized during year		-		-		9		9
Net actuarial loss/(gain) occurring during year		22		103		53		(17)
Settlement loss recognized		(83)		-		-		-
Net amount recognized in comprehensive income
(loss) for the year		(91)		63		62		(9)
Accumulated other comprehensive (gain)/loss at
end of year	$	556	$	647	$	33	$	(29)

401(k) Savings Plans

We sponsor employee retirement savings plans under section 401(k) of the Internal Revenue Code. The plans cover substantially all full-time employees. Under certain plans, we provide matching contributions. Employer contributions were $48 million, $48 million and $28 million for 2017, 2016 and 2015, respectively.

(18)Fair Value of Financial Instruments:

Fair value is defined under GAAP as the exit price associated with the sale of an asset or transfer of a liability in an orderly transaction between market participants at the measurement date. Valuation techniques used to measure fair value under GAAP must maximize the use of observable inputs and minimize the use of unobservable inputs. In addition, GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value.

The three input levels in the hierarchy of fair value measurements are defined by the FASB generally as follows:

Input LevelDescription of Input

Level 1            Observable inputs such as quoted prices in active markets for identical assets.

Level 2            Inputs other than quoted prices in active markets that are either directly or indirectly observable.

Level 3            Unobservable inputs in which little or no market data exists.

F-43

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

The following tables represent Frontier’s pension plan assets measured at fair value on a recurring basis as of December 31, 2017 and 2016:  

	Fair Value Measurements at December 31, 2017
($ in millions)	Total		Level 1		Level 2		Level 3
Cash and Cash Equivalents	$	37	$	37	$	-	$	-
U.S. Government Obligations		30		-		30		-
Corporate and Other Obligations		448		-		448		-
Common Stock		523		523		-		-
Common/Collective Trusts		1,215		-		1,215		-
Interest in Registered Investment Companies		324		324		-		-
Interest in Limited Partnerships and
Limited Liability Companies		115		-		-		115
Total investments at fair value	$	2,692	$	884	$	1,693	$	115
Interest and Dividend Receivable		6
Due from Broker for Securities Sold		40
Receivable Associated with Insurance Contract		7
Due to Broker for Securities Purchased		(71)
Total Plan Assets, at Fair Value	$	2,674

	Fair Value Measurements at December 31, 2016
($ in millions)	Total		Level 1		Level 2		Level 3
Cash and Cash Equivalents	$	42	$	42	$	-	$	-
U.S. Government Obligations		29		-		29		-
Corporate and Other Obligations		400		-		400		-
Common Stock		487		487		-		-
Common/Collective Trusts		1,104		-		1,104		-
Interest in Registered Investment Companies		334		334		-		-
Interest in Limited Partnerships and
Limited Liability Companies		118		-		-		118
Total investments at fair value	$	2,514	$	863	$	1,533	$	118
Receivable for plan assets of the CTF Operations		258
Interest and Dividend Receivable		6
Due from Broker for Securities Sold		27
Receivable Associated with Insurance Contract		7
Due to Broker for Securities Purchased		(46)
Total Plan Assets, at Fair Value	$	2,766

F-44

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

There have been no reclassifications of investments between Levels 1, 2 or 3 assets during the years ended December 31, 2017 or 2016.

The tables below set forth a summary of changes in the fair value of the Plan’s Level 3 assets for the years ended December 31, 2017 and 2016:

	Interest in Limited Partnerships and Limited Liability Companies
($ in millions)	2017		2016
Balance, beginning of year	$	118	$	92
Realized gains		12		7
Unrealized gains/(losses)		(2)		13
Purchases		-		15
Sales and distributions		(13)		(9)
Balance, end of year	$	115	$	118

F-45

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

The following table provides further information regarding the redemption of the Plan’s Level 3 investments as well as information related to significant unobservable inputs and the range of values for those inputs for the Plan’s interest in certain limited partnerships and limited liability companies as of December 31, 2017:

($ in millions)	Fair Value		Liquidation Period		Capitalization Rate
Interest in Limited Partnerships and Limited
Liability Companies (d)
MS IFHF SVP LP Cayman (a)	$	1		5 years		N/A
MS IFHF SVP LP Alpha (a)		1		5 years		N/A
RII World Timberfund, LLC (b)		5		10 years		N/A
426 E Casino Road, LLC (c)		15		N/A		7.00%
100 Comm Drive, LLC (c)		9		N/A		8.00%
100 CTE Drive, LLC (c)		10		N/A		9.50%
6430 Oakbrook Parkway, LLC (c)		26		N/A		7.75%
8001 West Jefferson, LLC (c)		26		N/A		8.75%
1500 MacCorkle Ave SE, LLC (c)		14		N/A		8.50%
400 S. Pike Road West, LLC (c)		1		N/A		8.50%
601 N US 131, LLC (c)		1		N/A		9.50%
9260 E. Stockton Blvd., LLC (c)		6		N/A		7.50%
Total Interest in Limited Partnerships and Limited
Liability Companies	$	115

(a) The partnerships’ investment objective is to seek capital appreciation principally through investing in investment funds managed by third party investment managers who employ a variety of alternative investment strategies. These instruments are subject to certain withdrawal restrictions. The Plan is in the process of liquidating its interest in the partnerships and distributions are expected to be made over the next four years.

(b) The fund’s objective is to realize substantial long-term capital appreciation by investing in timberland properties primarily in South America and Australia. This investment is subject to certain withdrawal restrictions.

(c) The entity invests in commercial real estate properties that are leased to Frontier. The leases are triple net, whereby Frontier is responsible for all expenses, including but not limited to, insurance, repairs and maintenance and payment of property taxes.

(d) All Level 3 investments have the same redemption frequency (through the liquidation of underlying investments) and redemption notice period (none).

F-46

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

The following table summarizes the carrying amounts and estimated fair values for long-term debt at December 31, 2017 and 2016. For the other financial instruments including cash, accounts receivable, restricted cash, long-term debt due within one year, accounts payable and other current liabilities, the carrying amounts approximate fair value due to the relatively short maturities of those instruments.

	2017				2016
		Carrying				Carrying
($ in millions)		Amount		Fair Value		Amount		Fair Value
Long-term debt	$	16,970	$	13,994	$	17,560	$	17,539

The fair value of our long-term debt is estimated based upon quoted market prices at the reporting date for those financial instruments.

(19) Commitments and Contingencies:  

Although from time to time we make short-term purchasing commitments to vendors with respect to capital expenditures, we generally do not enter into firm, written contracts for such activities.

In June 2015, Frontier accepted the Federal Communications Commission’s (FCC) offer of support to price cap carriers under the Connect America Fund (CAF) Phase II program, which is intended to provide long-term support for broadband in high cost unserved or underserved areas. This program provides $332 million in annual support, including $49 million in annual support related to the properties acquired in the CTF Acquisition, through 2020 to make available 10 Mbps downstream/1 Mbps upstream broadband service to approximately 774,000 households across certain of the 29 states where we now operate. To the extent we do not enable the required number of households with 10 Mbps downstream/1 Mbps upstream broadband service by the end of the CAF Phase II term, we will be required to return a portion of the funds previously received.

On April 28, 2016, the FCC completed its inquiry into whether certain terms and conditions contained in specifically identified special access tariff pricing plans offered by four carriers, including Frontier, are just and reasonable. The FCC held that certain of the tariff terms for business data TDM services, specifically DS1s and DS3s, were unreasonable. Specifically, the FCC struck down “excessive” early termination fees and “all-or-nothing” provisions. Frontier has revised its tariffs in accordance with the FCC’s Order. The FCC’s decision has no retroactive effect, and we anticipate no material impact to Frontier from it.

The FCC deferred the issue of how its ruling will affect customers currently purchasing services from these tariffs to a Notice of Proposed Rulemaking. It is seeking comment on proposed changes to the way the FCC regulates traditional special access services and, on a proposal, to adopt pricing rules for Ethernet services in markets that are found to be “noncompetitive.” The potential impact to Frontier of this proceeding is unknown, though any pending initiative could adversely affect our operations or financial results.

We are party to various legal proceedings (including individual, class and putative class actions, governmental investigations) arising in the normal course of our business covering a wide range of matters and types of claims including, but not limited to, general contracts, billing disputes, rights of access, taxes and surcharges, consumer protection, advertising, trademark and patent infringement, employment, regulatory, tort, claims of competitors and disputes with other carriers. Litigation is subject to uncertainty and the outcome of individual matters is not predictable. However, we believe that the ultimate resolution of all such matters, after considering insurance coverage or other indemnities to which we are entitled, will not have a material adverse effect on our financial position, results of operations, or cash flows.

In October 2013, the California Attorney General’s Office notified certain Verizon companies, including one of the subsidiaries that we acquired in the CTF Acquisition, of potential violations of California state hazardous waste statutes primarily arising from the disposal of electronic components, batteries and aerosol cans at certain California facilities. We are cooperating with this investigation. We have accrued an amount for potential penalties that we deem to be probable and reasonably estimated, and we do not expect that any potential penalties, if ultimately incurred, will be material in comparison to the established accrual.

F-47

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

We accrue an expense for pending litigation when we determine that an unfavorable outcome is probable, and the amount of the loss can be reasonably estimated. Legal defense costs are expensed as incurred. None of our existing accruals for pending matters, after considering insurance coverage, is material. We monitor our pending litigation for the purpose of adjusting our accruals and revising our disclosures accordingly, when required. Litigation is, however, subject to uncertainty, and the outcome of any particular matter is not predictable. We will vigorously defend our interests in pending litigation, and as of this date, we believe that the ultimate resolution of all such matters, after considering insurance coverage or other indemnities to which we are entitled, will not have a material adverse effect on our consolidated financial position, results of operations, or our cash flows.

We conduct certain of our operations in leased premises and also lease certain equipment and other assets pursuant to operating leases. The lease arrangements have terms ranging from 1 to 99 years and several contain rent escalation clauses providing for increases in monthly rent at specific intervals. When rent escalation clauses exist, we record annual rental expense based on the total expected rent payments on a straight-line basis over the lease term. Certain leases also have renewal options. Renewal options that are reasonably assured are included in determining the lease term.

Future minimum rental commitments for all long-term noncancelable operating leases as of December31, 2017 are as follows:

($ in millions)	Operating Leases
Year ending December 31:
2018	$	80
2019		25
2020		29
2021		26
2022		23
Thereafter		388
Total minimum lease payments	$	571

Total rental expense included in our consolidated statements of operations for the years ended December31, 2017, 2016 and 2015 was $106 million, $137 million and $119 million, respectively.

We are party to contracts with several unrelated long-distance carriers. The contracts provide fees based on traffic they carry for us subject to minimum monthly fees.

At December31, 2017, the estimated future payments for obligations under our noncancelable long-distance contracts and service agreements are as follows:

($ in millions)	Amount
Year ending December 31:
2018	$	37
2019		40
2020		31
2021		7
2022		2
Thereafter		9
Total	$	126

F-48

FRONTIER COMMUNICATIONS CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

At December 31, 2017, we have outstanding performance letters of credit as follows:

($ in millions)	Amount
CNA Financial Corporation (CNA)	$	49
AIG Insurance		114
Zurich		28
All other		1
Total	$	192

CNA serves as our insurance carrier with respect to casualty claims (auto liability, general liability and workers’ compensation) with dates of loss prior to June 1, 2017 (except for those claims which arise out of the operations acquired from CTF that have dates of loss prior to April 1, 2016). As our insurance carrier, they administer the casualty claims and make claim payments on our behalf. We reimburse CNA for such services upon presentation of their invoice. To serve as our carrier and make payments on our behalf, CNA requires that we establish a letter of credit in their favor.  CNA could potentially draw against this letter of credit if we failed to reimburse CNA in accordance with the terms of our agreement. The amount of the letter of credit is reviewed annually and adjusted based on claims history.

Zurich serves as our insurance carrier with respect to casualty claims (auto liability, general liability and workers’ compensation) with dates of loss from June 1, 2017 and going forward. As our insurance carrier, they administer the casualty claims and make claim payments on our behalf. We reimburse Zurich for such services upon presentation of their invoice. To serve as our carrier and make payments on our behalf, Zurich requires that we establish a letter of credit in their favor.  Zurich could potentially draw against this letter of credit if we failed to reimburse Zurich in accordance with the terms of our agreement. The amount of the letter of credit is reviewed annually and adjusted based on claims history.

AIG Insurance serves as our insurance carrier with respect to casualty claims (auto liability, general liability and workers’ compensation) that were acquired from CTF, as well as new claims which arise out of the operations acquired from CTF that have dates of loss prior to April 1, 2016. Sedgwick, a third-party claims administrator, administers the casualty claims and make claim payments on our behalf. We reimburse Sedgwick for such services upon presentation of their invoice. However, to serve as our insurance carrier, AIG Insurance requires that we establish a letter of credit in their favor. AIG Insurance could potentially draw against this letter of credit if we failed to meet the insurance-related and claims-related obligations we assumed in accordance with the terms of our agreement. The amount of the letter of credit is reviewed annually and adjusted based on claims history.

F-49

Schedule of Pledged Subsidiary Financial Data

As of December 31, 2017, the Company’s secured indebtedness consisted of obligations under the JPM Credit Agreement, the 2014 CoBank Credit Agreement, the 2016 CoBank Credit Agreement and the LC Agreements, each of which is secured equally and ratably by pledges of the outstanding equity interests in certain of the Company’s wholly-owned subsidiaries (the “Original Pledged Subsidiaries”). The equity interests of the remaining subsidiaries of the Company are not pledged to secure the obligations under these debt agreements.

In connection with the 2018 Credit Amendment, the Company expanded the security package to include the pledge of the outstanding equity interests in certain wholly-owned subsidiaries of the Company not previously pledged (together with the Original Pledged Subsidiaries, the “Pledged Subsidiaries”).

The financial statements were prepared using Frontier’s historical basis in the assets and liabilities of the Pledged Subsidiaries, and its combined financial statements include all revenue, costs, assets, and liabilities directly attributable to the Pledged Subsidiaries. Historically, Frontier provided certain corporate services to the Pledged Subsidiaries and costs associated with these functions have been allocated to the Pledged Subsidiaries. Management believes these expenses have been allocated using reasonable allocation methodologies to the services provided, primarily based on relative percentage of total net sales, relative percentage of headcount, or specific identification.

The allocations may not reflect the expense the Pledged Subsidiaries would have incurred as a stand-alone company for the periods presented. Actual costs that may have been incurred if the Pledged Subsidiaries had been a stand-alone company would depend on a number of factors, including the chosen organizational structure, what functions were outsourced or performed by employees, and strategic decisions made in certain areas. The total shareholder’s equity represents Frontier’s interest in the Pledged Subsidiaries’ recorded net assets.

Allocated operating expenses include corporate costs, employee benefits (medical, dental and vision), 401(k) contributions, pension and postretirement benefits, stock-based compensation relating to restricted stock issuances, collections on receivables and acquisition and integration costs incurred by Frontier. Operating expenses, excluding depreciation expense, are allocated from Frontier primarily based on customer counts and headcount.

Taxes are allocated from Frontier based on the Pledged Subsidiaries’ relative contribution to the consolidated financial results.

The Pledged Subsidiaries are part of a centralized cash management system with Frontier in which cash received by Frontier on Pledged Subsidiaries’ behalf and cash disbursements made by Frontier on Pledged Subsidiaries’ behalf are recorded through intercompany accounts. These transactions include receipts and disbursements related to income taxes attributable to federal and state jurisdictions and capital expenditures, among others.

The following supplemental financial information presents the consolidating balance sheet information and statement of operations information of the Pledged Subsidiaries, all other Frontier entities, and the Pledged Subsidiaries and all other Frontier entities on a consolidated basis, as of and for the year ended December 31, 2017. A listing of the Pledged Subsidiaries is provided following the financial statements.

Schedule of Pledged Subsidiary Financial Data

CONSOLIDATING BALANCE SHEET INFORMATION

AS OF DECEMBER 31, 2017

($ in millions)

	Pledged & Guarantors Subsidiaries		All Other Entities		Intercompany Eliminations		Total Consolidated Frontier
ASSETS
Current assets:
Cash and cash equivalents	$	-	$	362	$	-	$	362
Accounts receivable, less allowances of $69		650		199		(30)		819
Notes receivable		-		67		(67)		-
Prepaid expenses		-		109		(31)		78
Income taxes and other current assets		43		21		-		64
Total current assets		693		758		(128)		1,323
Property, plant and equipment, net		11,546		2,831		-		14,377
Goodwill, net		5,457		1,567		-		7,024
Other intangibles, net		1,923		140		-		2,063
Other assets		31		66		-		97
Receivable from (payable to) associated companies		(3,486)		1,788		1,698		-
Investment in associated companies		(15)		11,894		(11,879)		-
Total assets	$	16,149	$	19,044	$	(10,309)	$	24,884
LIABILITIES AND EQUITY
Current liabilities:
Long-term debt due within one year	$	-	$	656	$	-	$	656
Accounts payable		218		453		(107)		564
Advanced billings		236		47		(13)		270
Accrued content costs		-		102		-		102
Accrued income and other taxes (1)		577		(421)		-		156
Accrued interest		16		385		-		401
Pension and other postretirement benefits		-		29		-		29
Other current liabilities		116		214		-		330
Total current liabilities		1,163		1,465		(120)		2,508
Deferred income taxes		1,226		(87)		-		1,139
Pension and other postretirement benefits		-		1,676		-		1,676
Other liabilities		118		199		-		317
Long-term debt		750		16,220		-		16,970
Income taxes accrued- total		65		(65)		-		-
Advances from (to) associated companies		340		(2,038)		1,698		-
Equity:
Common stock		1,442		(1,383)		(39)		20
Preferred stock		-		-		-		-
Additional paid-in capital		10,021		6,916		(11,903)		5,034
Retained earnings (accumulated deficit)		1,024		(3,205)		(82)		(2,263)
Accumulated other comprehensive loss, net of tax		-		(375)		9		(366)
Treasury common stock		-		(279)		128		(151)
Total equity		12,487		1,674		(11,887)		2,274
Total liabilities and equity	$	16,149	$	19,044	$	(10,309)	$	24,884

⁽¹⁾ Includes amounts receivable and payable from affiliated companies for income tax related balances.

Schedule of Pledged Subsidiary Financial Data

CONSOLIDATING STATEMENT OF OPERATIONS INFORMATION

FOR THE YEAR ENDED DECEMBER 31, 2017

($ in millions)

	Pledged & Guarantors Subsidiaries		All Other Entities		Intercompany Eliminations		Total Consolidated Frontier
Revenue	$	7,502	$	1,724	$	(98)	$	9,128
Operating expenses:
Network access expenses		1,268		384		(55)		1,597
Network related expenses		1,719		260		(20)		1,959
Selling, general and administrative expenses		1,906		134		(22)		2,018
Depreciation and amortization		1,810		374		-		2,184
Goodwill impairment		2,056		692		-		2,748
Acquisition and integration costs		14		11		-		25
Pension settlement costs		-		83		-		83
Restructuring costs and other charges		29		53		-		82
Total operating expenses		8,802		1,991		(97)		10,696
Operating loss		(1,300)		(267)		(1)		(1,568)
Investment and other income, net		(21)		23		1		3
Losses on early extinguishment of debt and debt exchanges		-		88		-		88
Interest expense		54		1,480		-		1,534
Loss before income taxes		(1,375)		(1,812)		-		(3,187)
Income tax expense (benefit)		534		(1,917)		-		(1,383)
Net income (loss)	$	(1,909)	$	105	$	-	$	(1,804)

Schedule of Pledged Subsidiary Financial Data

EX-10.31

Exhibit 10.31

December 6, 2016

Dear Ken,

It is my pleasure to confirm our offer of employment for the position of Executive Vice President, Commercial Sales.  The work location for this position will be Norwalk, CT and you will report to Dan McCarthy, President and Chief Executive Officer.  Your start date will be December 1st.

Your executive compensation program includes four principle components:

1) Annual base salary of $500,000 (less applicable taxes) paid on a semi-monthly basis.

2) Cash bonus under the Frontier Bonus Plan (“FBP”) with an annual target incentive of 100% of your annual base salary (initially $500,000), which will be paid out based on company and personal performance.  Your first year payout will be prorated based on your start date.

3) Restricted stock awards, which are generally granted in the first quarter of each year.  Restricted shares vest in three equal annual installments (33.3% per year), commencing one year from the date of grant, with one-third of the restricted shares vesting and becoming unrestricted upon each annual anniversary date.  The annual target for your position is currently $715,000.  You will receive dividends, to the extent dividends are declared by the Board of Directors, on all shares, whether vested or unvested.  The company’s current annual dividend policy (which is subject to change at the discretion of the Board of Directors) is $0.42 per share, declared quarterly in an amount of $0.105 per share per quarter. You will be eligible for a prorated portion of the above stated annual restricted stock target based on time in new role, and prorated portion of $300,000 restricted stock target based on time in prior role. Awards for 2016 performance will be granted in the first quarter of 2017.

4) Performance Shares under the Frontier Long Term Incentive Plan (LTIP), with an annual performance share target valued at $715,000.  The LTIP target is an annual grant that will be paid out based on company performance over a three year period (initially, 2017-2019).  The performance metrics (which are subject to change for future grants) are currently Operating Cash Flow and Total Shareholder Return.  You will earn performance shares at the end of each three year period based on the company’s performance over the three-year measurement period on the metrics for that award.  Dividends that would have been payable on any earned shares during a three year period will be paid at the end of the three year period.

Assuming the contingencies noted above are met and you continue employment with Frontier, as a condition of accepting this offer of employment with Frontier you agree that should you leave employment with Frontier at any time in the future for any reason, you will not solicit, either directly or indirectly, any Frontier employee for employment with any other employer for a period of one (1) year after you leave employment with Frontier; provided, however, that nothing shall prohibit you from performing, or having performed on your behalf, a general solicitation for employees not specifically focused at Frontier’s employees through the use of media, advertisement, electronic job boards or other general, public solicitations.

This offer is not an express or implied contract, promise or guarantee of employment, of any particular position, or of any particular term or condition of employment.  Your employment by Frontier is at will and is subject to the conditions set forth in Frontier’s Code of Conduct as well as all other Frontier policies and applicable Federal, State and local laws.

To acknowledge your acceptance of this offer, please sign the bottom of this offer letter and email a scanned copy back to me directly.

Sincerely,

Daniel J. McCarthy

President and Chief Executive Officer

Frontier Communications Corporation

Acceptance of Offer

By signing below, I hereby accept the Frontier’s contingent offer of employment. I understand that I will not have a contract of employment with Frontier for a specified period of time.  I further agree to abide by policies and procedures established by Frontier.

/s/ Kenneth W. Arndt	12/6/16
Kenneth W. Arndt	Date

2

ADDENDUM A to Offer Letter for Ken W. Arndt

Non-Disclosure Agreement

By my signature on the offer of conditional employment to which this Addendum A is attached, as well as my signature below, I acknowledge and agree to the following in consideration for my new employment and related compensation by Frontier Communications or one of its subsidiaries, affiliates or divisions (collectively, “Frontier”):

1. Non-Disclosure. I understand that during my employment with Frontier (including, for purposes of this Agreement, any predecessor companies or business units that have been acquired by Frontier), I will have access to Proprietary Information (as defined in Paragraph 3 below) and Frontier Materials (as defined in Paragraph 2 below). I agree to hold all Proprietary Information and Frontier Materials in strict confidence and in compliance with Frontier’s corporate policies. I will not take, use, copy, disclose, publish, provide access to or summarize any Proprietary Information or Frontier Materials except to the extent necessary to carry out my duties and responsibilities as an employee of Frontier. I also agree that I will not use any confidential information of any prior employer in connection with performing my duties at Frontier.

2. Frontier Materials. All files, records, proposals, specifications or other documents, and all computer software, software applications, files, databases and the like relating to Frontier’s business or which contain Proprietary Information, whether prepared by me or otherwise coming into my possession (“Frontier Materials”), shall remain the exclusive property and intellectual property of Frontier. Upon the termination of my employment for any reason, or upon the request of Frontier if sooner, I will promptly deliver to Frontier all originals and copies of Frontier Materials in my possession, custody or control (wherever located, including my home or laptop computer), and shall not retain any copies of the Frontier Materials in any form or medium whatsoever.

3. Proprietary Information Definition. For the purposes of this Agreement, the term “Proprietary Information” shall include all trade secrets, know-how and other information in any form or medium that relates to the past, current or future business of Frontier or its subsidiaries, affiliates or divisions (or is given to Frontier in confidence by a third party) and is not generally available to the public or generally known in the industries in which Frontier does business or may become engaged, including, without limitation, any formulas, devices, inventions, methods, techniques or processes, compilations of information, records and specifications and any other information of Frontier relating to its services and products (offered or to be offered), research, development, marketing, pricing, clients and prospective clients, business methods, strategies, financial condition, transactions, government and regulatory activities and approvals, plans, personnel information and capabilities, policies or prospects. “Proprietary Information” shall not include any portions of the foregoing that I can demonstrate by sufficient evidence are (i) made legitimately available to me by a third party without breach of any obligation of confidence to any person or (ii) required by law to be disclosed by me, provided that I must give Frontier prompt written notice of any such requirement, disclose no more information than is so required, and cooperate fully with all efforts by Frontier to obtain a protective order or similar confidentiality treatment for such information.

3

4. Agreement Applicable to Information Acquired Businesses. For the avoidance of doubt, I acknowledge that if I was employed by a predecessor company or business unit of Frontier (i.e., a company or business unit that was subsequently acquired by Frontier), my representations, warranties, obligations and undertakings under this Agreement shall apply as if such predecessor company or business unit (including any predecessors thereof) had at all times been a part of Frontier.

5. Interpretation and Enforcement. I agree that the provisions of this Agreement are reasonable. If a court determines, however, that any provision of this Agreement is unreasonable, then the parties hereto agree that the provisions of this Agreement should be interpreted and enforced to the maximum extent which such court deems reasonable. If any provision of this Agreement is otherwise inoperative or unenforceable for any reason, such circumstance shall not have the effect of rendering the provision in question inoperative or unenforceable in any other circumstance, or of rendering any other provision of this Agreement inoperative or unenforceable to any extent whatsoever.

6. Successors and Assigns. This Agreement shall be binding upon me and my heirs and legal representatives and my permitted assigns. I understand and agree that I cannot assign my obligations and undertakings under this Agreement to any other person or entity under any circumstances whatsoever, without the prior consent of Frontier, but that Frontier may assign this Agreement to any subsidiary, affiliate or successor.

7. At-Will Employment; No Termination. I understand that this Agreement does not constitute a contract of employment for any specific term and that Frontier or I may terminate my employment at any time, for any or no reason, unless (i) a specific term of employment has been agreed to in a separate, written agreement signed by an authorized officer of Frontier or (ii) the terms and conditions of my employment are governed by a valid collective bargaining agreement. I acknowledge and agree that I may not terminate this Agreement for any reason, and that my obligations and undertakings under this Agreement will continue to apply regardless of whether I transfer at some time from one subsidiary, division or affiliate of Frontier to another, and even after my employment with Frontier ends for any reason.

8. Applicable Law. This Agreement shall be construed and enforced in accordance with, and shall be governed by, the laws of the state of Connecticut applicable to contracts executed in and to be fully performed in such state, or any other state law as applicable by the circumstances.

By my signature below, I acknowledge that I have read and understand this Non-Disclosure Agreement and that I voluntarily accept its terms.  I understand and agree that an electronic or digital signature is equivalent to a handwritten signature.

__________________________	_____________________
Kenneth W. Arndt	Date

4

EX-10.32

Exhibit 10.32

October 3,2012

DearSteven,

ItismypleasuretoconfirmourofferofemploymentforthepositionofSeniorVicePresident,Chief InformationOfficer.TheworklocationforthispositionwillbeAllen,TXandyouwillbereportingto Don Shassian, Executive Vice President, and Chief Financial Officer. Your start date will bedetermined uponacceptance.

Your executive compensation program includes four principlecomponents:

1) Annual base salary of $300,000 (less applicable taxes) paid on a semi-monthlybasis.

2) Cash bonus under the Frontier Bonus Plan (“FBP”) with an annual target incentive of 60%of your annual base salary (initially $180,000), which will be paid out based on companyand personal performance. Your first year payout will be prorated based on your startdate.

3) Restricted stock awards, which are generally granted in the first quarter of each year.Restricted shares vest in four equal annual installments (25% per year), commencing one year from thedate of grant, with one-quarter of the restricted shares vesting and becoming unrestricted uponeach annual anniversary date.  The annual target for your position is currently $115,000.  Yourfirst year payout will be prorated based on your start date. You will receive dividends, to theextent dividends are declared by the Board of Directors, on all shares, whether vested or unvested.The company’s current annual dividend policy (which is subject to change at the discretion ofthe Board of Directors) is $0.40 per share, declared quarterly in an amount of $0.10 per shareper quarter.

4) Performance Shares under the Frontier Long Term Incentive Plan (LTIP), with anannual performance share target valued at one-third of your annual target for restricted stockawards. The LTIP target is an annual grant that will be paid out based on company performance overa three year period (initially, 2013-2015). The performance metrics (which are subject tochange for future grants) are currently Operating Cash Flow and Total Shareholder Return. Youwill earn performance shares at the end of each three year period based on thecompany’s performance over the three-year measurement period on the metrics for that award.Dividends that would have been payable on any earned shares during a three year period will be paid atthe end of the three yearperiod.

You will be eligible for a cash bonus and restricted stock award for 2013 with awards paid in thefirst quarter of 2014. You will be eligible for an award under the LTIP commencing with the2013-2015 performance period.  Frontier reserves the right to implement or discontinue executivecompensation plans at its own discretion. Eligibility for any given plan does not guarantee award values sinceFrontier’s Executive Compensation Program is based on performance of the company and theexecutive.

As a sign-on bonus, you will be granted 20,000 restricted shares (subject to the approval ofthe Compensation Committee) as part of your new hire compensation. These shares will vest in fourequal annual installments (25% per year), commencing one year from your startdate.

You will also receive a $25,000 cash sign on bonus (subject to applicable taxes) contingentupon execution of a twelve (12) month prorated promissory note (attached). The sign on bonus is paidafter thirty (30) days ofemployment.

Relocation benefits are also offered to up to $90,000 which is grossed up and used for one-timestandard householdgoodstransfer,reimbursementofapprovedrelocationexpenses,suchasclosingcostsonsale of home, and temporary housing. Please note, that according to IRS regulations, if you move less than50 miles, you will be accountable for applicable taxes on household goods transfer. Upon acceptance ofthis offer of employment, a counselor from our relocation partner, Weichert, will contact you to initiate youin totheprogram.APromissoryNote(initiatedbyWeichertRelocation)isrequiredtobeexecutedwith your agreement to reimburse the Company for a pro-rated portion of your relocation expenses in theevent you leave the Company within twenty-four (24) months of from the date the last funds were paid.This relocation benefit will expire twelve (12) months from your startdate.

Please be advised that your health and welfare benefits will begin on your 30th day of employment andas a Frontier employee, you will be eligible to participate in a full range of benefits. Please bring all ofthe original paperwork with you on your first day ofwork.

This offer and subsequent employment is contingent upon Frontier’s receipt of acceptable results ofa  background check and reference checks including, criminal record check, drug screening, andverification of education, employment and professional references. Certain positions will also require a motorvehicle or credit check. All drug screens must be completed within 48 hours of receiving this package. Thedrug test will be registered byFrontier.

Federal law requires that you provide documentation (1-9) confirming your eligibility to work inthe United States, A list of documents that you may use to establish your identity and employmenteligibility can be found in your New Hire Kit. Please bring the appropriate documents with you when you reportto work on your firstday.

Assuming the contingencies noted above are met and you commence employment with Frontier, asa condition of accepting this offer of employment with Frontier you agree that should youleave employment with Frontier at any time in the future for any reason, you will not solicit, either directlyor indirectly, any Frontier employee for employment with any other employer for a period of one (1)year after you leave employment withFrontier.

This offer is not an express or implied contract, promise or guarantee of employment, of anyparticular position, or of any particular term or condition of employment. Your employment by Frontier is atwill and is subject to the conditions set forth in Frontier’s Code of Conduct as well as all otherFrontier policies and applicable Federal, State and locallaws.

On behalf of Frontier, I welcome you to our team! Please do not hesitate to contact me withany questions regarding this offer. To acknowledge your acceptance of this offer, please sign the bottomof this offer letter and fax 585-262-9536 or email a scanned copy back to me directly. Please returnthe original signed offer letter with your original new hire paperwork as soon asconvenient.

Sincerely,

JimOddo

AVP, TalentAcquisition

Frontier CommunicationsCorporation

Acceptance ofOffer

By signing below, I hereby accept the Frontier’s contingent offer of employment. I understand that Iwill not have a contract of employment with Frontier for a specified period of time. I further agree to abideby policies and procedures established byFrontier.

/s/ StevenGable	10/3/2012
StevenGable	Date

EX-10.33

Exhibit 10.33

RESTRICTED STOCK AGREEMENT

This Agreement is made as of ______________ (“Date of Award”) between Frontier Communications Corporation, a Delaware corporation (the “Company”) and ____________ (the “Grantee”). In consideration of the agreements set forth below, the Company and the Grantee agree as follows:

1.Grant. A restricted stock award (“Award”) of ______________(“Award Shares”) of the Company’s common stock (“Common Stock”) is hereby granted by the Company to the Grantee subject to the following terms and conditions and to the provisions of the Frontier Communications Corporation 2017 Equity Incentive Plan (the “Plan”), the terms of which are incorporated by reference herein.

2.Transfer Restrictions. None of the Award Shares shall be sold, assigned, pledged or otherwise transferred, voluntarily or involuntarily, by the Grantee until such time as the restrictions on said Award Shares have lapsed.

3.Release of Restrictions. The restrictions set forth in Section 2 above shall lapse on one-third (33.3%)of the Award Shares on each ___________, beginning in ____, and ending on _____________.

4.Forfeiture. The Award Shares shall be forfeited to the Company (a) upon the Grantee’s termination of employment with the Company prior to the date the restrictions lapse as provided in Section 3 above, [or] (b) in the event the Company notifies Grantee in writing that Company has determined that Grantee has breached the terms of Section 5 below, [or (c) in accordance with the Company’s Clawback Policy]1.

5.Misconduct. The Award Shares shall be forfeited to the Company if the Compensation Committee of the Company’s Board of Directors (the “Committee”) determines that the Grantee has engaged in “Misconduct” as defined below. The Committee may in its sole discretion require the Grantee to return all Award Shares that were vested within the twelve month period immediately preceding a date on which the Grantee engaged in such Misconduct, as determined by the Committee, or if no longer held by the Grantee, to pay to the Company any and all gains realized from such Award Shares. For purposes of this Section 5, gains realized shall mean the greater of (i) the number of net shares retained by, or delivered to, the Grantee upon vesting of Award Shares multiplied by the closing price of Common Stock on the date of vesting or (ii) the amount realized by Grantee upon the disposition of the number of net shares delivered upon vesting of Award Shares. The Company shall be entitled to set-off against the amount of any such gains realized any amount owed to the Grantee by the Company, to the extent that such set-off is not inconsistent with Section 409A of the Internal Revenue Code of 1986, as amended.

1 Insert for SVPs and above only.

“Misconduct” means any of the following, as determined by the Committee in good faith: (i) violating any agreement between the Company and the Grantee, including but not limited to a violation relating to the disclosure of confidential information or trade secrets, the solicitation of employees, customers, suppliers, licensors or contractors, or the performance of competitive services; (ii) competing with the company by working for, managing, operating, controlling or participating in the ownership, operation or control of, any company or entity which provides telephone, Internet or video products or services, (iii) violating the Company’s Code of Business Conduct and Ethics; (iv) making, or causing or attempting to cause any other person to make, any statement (whether written, oral or electronic), or conveying any information about the Company which is disparaging or which in any way reflects negatively upon the Company, unless required by law or pursuant to a Company policy; (v) improperly disclosing or otherwise misusing any confidential information regarding the Company; (vi) unlawful trading in the Company’s securities or of another company based on information gained as a result of the Grantee’s employment or other relationship with the Company; (vii) engaging in any act which is considered to be contrary to the best interests of the Company, including but not limited to recruiting or soliciting employees of the Company; or (viii) commission of a felony or other serious crime or engaging in any activity which constitutes gross misconduct.

This Section 5 shall also apply if the Grantee commits Misconduct after his or her employment with the Company terminates.

6.Adjustment of Shares. Notwithstanding anything contained herein to the contrary, in the event of any change in the outstanding Common Stock resulting from a subdivision or consolidation of shares, whether through reorganization, recapitalization, share split, reverse share split, share distribution or combination of shares or the payment of a share dividend, the Award Shares shall be treated in the same manner in any such transaction as other Common Stock. Any Common Stock or other securities received by the Grantee with respect to the Award Shares in any such transaction shall be subject to the restrictions and conditions set forth herein.

7.Rights as Stockholder. The Grantee shall be entitled to all of the rights of a stockholder with respect to the Award Shares including the right to vote such shares and to receive dividends and other distributions payable with respect to such shares since the Date of Award. Any stock dividends payable with respect to such shares shall bear the same restrictions as the underlying shares. Said restrictions shall lapse at the same time as restrictions lapse on the underlying shares.

8.Escrow of Share Certificates. Certificates for the Award Shares shall be issued in the Grantee’s name and shall be held by Fidelity Investments (“Fidelity”) on behalf of the Company until all restrictions lapse or such shares are forfeited as provided herein. A certificate or certificates representing the Award Shares as to which restrictions have lapsed shall be delivered to the Grantee, upon the Grantee’s request, upon such lapse.

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9.Government Regulations. Notwithstanding anything contained herein to the contrary, the Company’s obligation to issue or deliver certificates evidencing the Award Shares shall be subject to all applicable laws, rules and regulations and to such approvals by any governmental agencies or national securities exchanges as may be required.

10.Withholding Taxes. The Company shall have the right to require the Grantee to remit to the Company, or to withhold from other amounts payable to the Grantee, as compensation or otherwise, an amount sufficient to satisfy all federal, state and local withholding tax requirements. The Grantee’s tax withholding obligation will be satisfied by the Company’s withholding of shares unless timely written election is made by the Grantee to elect to remit payment to cover the withholding tax obligation and the payment is received by the stock plan administrator in accordance with the administrative guidelines prior to vesting.

11.Employment. Nothing in this Agreement shall confer upon Grantee any right to continue in the employ of Company, nor shall it interfere in any way with the right of the Company to terminate Grantee’s employment at any time.

12.Plan. Grantee acknowledges receipt of a copy of the Plan, agrees to be bound by the terms and provisions of the Plan, and agrees to acknowledge, upon request of Company, receipt of any prospectus or prospectus amendment provided to Grantee by Company. [Grantee further acknowledges that no portion of this Award is intended to be a Qualified Performance-Based Award (as defined in the Plan).]2

13.Securities Laws. Grantee agrees to comply with all applicable securities laws upon sale or disposition of shares acquired hereunder.

14.Notices. Notices to Company shall be addressed to it at: 401 Merritt 7, Norwalk, CT 06851.

Notice to Grantee shall be mailed to the Grantee at either the Legal/Residential Address on file with Frontier and Fidelity or, to the email address on file with Fidelity; in accordance with the Grantee’s mailing preference on file with Fidelity. Company or Grantee may from time to time designate in writing different addresses for receipt of notice. Notice shall be deemed given when properly addressed and sent first class or express mail, or sent electronically.

15.Governing Law. The terms of this Agreement shall be binding uponCompany, Grantee and their respective successors and assigns. This Agreement shall be performed under and determined in accordance with the laws of the State of Connecticut.

2  Insert for SVPs and above only.

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IN WITNESS WHEREOF, the Company has caused this Award to be granted on the date first above written.

FRONTIER COMMUNICATIONS CORPORATION

By:  ________________________	_________________________
Name:	Participant Name:
Title:	Acceptance Date:

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EX-10.34

Exhibit 10.34

PERFORMANCE SHARE AGREEMENT

This Agreement is made as of ____________ (“Date of Award”) between Frontier Communications Corporation, a Delaware corporation (the “Company”) and _______________ (the “Grantee”).  In consideration of the agreements set forth below, the Company and the Grantee agree as follows:

1.Grant:  A performance share award (“Award”) with a target of ___________ shares (“Target Performance Shares”) of the Company’s common stock (“Common Stock”) and a maximum of number of shares equal to 162.5% times the Target Performance Shares (“Performance Shares”) of Common Stock is hereby granted by the Company to the Grantee subject to: (i) the following terms and conditions; and (ii) the provisions of the Frontier Communications Corporation 2017 Equity Incentive Plan (the “Plan”), the terms of which are incorporated by reference herein. 

2.Transfer Restrictions:  None of the Performance Shares shall be sold, assigned, pledged or otherwise transferred, voluntarily or involuntarily, by the Grantee until such time as the Performance Shares have been earned.

3.Performance Criteria:  The number of Performance Shares actually earned (the “Earned Performance Shares”) will range from 0% to 162.5% of the Target Performance Shares, as determined by the Compensation Committee of the Board of Directors (the “Compensation Committee”) after the end of the [three-year measurement period ending ________________ (the “Measurement Period”) based on the Company’s performance against (i) annual free cash flow per share goals, and (ii) a three-year relative total return to stockholders performance goal, as reviewed and approved by the Compensation Committee within 90 days after the end of the Measurement Period.  No Performance Shares will be earned if performance is below minimum levels.  The relative total return to stockholders performance levels are set forth in a separate document and will be communicated to the Grantee.  The cash flow goals will be established during the first 90 days of each year in the Measurement Period by the Compensation Committee and communicated to the Grantee annually.  Earned Performance Shares will be paid to the Grantee not later than _________________. 

4.Forfeiture:  Any Performance Shares not earned as determined in Section 3 above shall be immediately forfeited.  In addition, the Performance Shares shall be subject to forfeiture to the Company (a) upon the Grantee’s termination of employment with the Company prior to the date the restrictions lapse as provided in Section 3 above, (b) in the event the Company notifies Grantee in writing that Company has

determined that Grantee has breached the terms of Section 5 below, or (c) in accordance with the Company’s Clawback Policy.

5.Misconduct:  The Performance Shares shall be forfeited to the Company if the Compensation Committee of the Company’s Board of Directors (the “Committee”) determines that the Grantee has engaged in “Misconduct” as defined below.  The Committee may in its sole discretion require the Grantee to return all Earned Performance Shares that were earned within the twelve month period immediately preceding a date on which the Grantee engaged in such Misconduct, as determined by the Committee, or if no longer held by the Grantee, to pay to the Company any and all gains realized from such Earned Performance Shares.  For purposes of this Section 5, gains realized shall mean the greater of (i) the number of net shares retained by, or delivered to, the Grantee upon earning the Earned Performance Shares multipliedby the closing price of Common Stock on the date such shares were earned or (ii) the amount realized by Grantee upon the disposition of the number of net shares delivered upon earning of the Earned Performance Shares.  The Company shall be entitled to set-off against the amount of any such gains realized any amount owed to the Grantee by the Company, to the extent that such set-off is not inconsistent with Section 409A of the Internal Revenue Code of 1986, as amended. 

“Misconduct” means any of the following, as determined by the Committee in good faith: (i) violating any agreement between the Company and the Grantee, including but not limited to a violation relating to the disclosure of confidential information or trade secrets, the solicitation of employees, customers, suppliers, licensors or contractors, or the performance of competitive services; (ii) competing with the company by working for, managing, operating, controlling or participating in the ownership, operation or control of, any company or entity which provides telephone, Internet or video products or services, (iii) violating the Company’s Code of Business Conduct and Ethics; (iv) making, or causing or attempting to cause any other person to make, any statement (whether written, oral or electronic), or conveying any information about the Company which is disparaging or which in any way reflects negatively upon the Company, unless required by law or pursuant to a Company policy; (v) improperly disclosing or otherwise misusing any confidential information regarding the Company; (vi) unlawful trading in the Company’s securities or of another company based on information gained as a result of the Grantee’s employment or other relationship with the Company; (vii) engaging in any act which is considered to be contrary to the best interests of the Company, including but not limited to recruiting or soliciting employees of the Company; or (viii) commission of a felony or other serious crime or engaging in any activity which constitutes gross misconduct.

This Section 5 shall also apply if the Grantee commits Misconduct after his or her employment with the Company terminates.

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6.Adjustment of Shares:  Notwithstanding anything contained herein to the contrary, in the event of any change in the outstanding Common Stock resulting from a subdivision or consolidation of shares, whether through reorganization, recapitalization, share split, reverse share split, share distribution or combination of shares or the payment of a share dividend, the Performance Shares shall be treated in the same manner in any such transaction as other Common Stock.  Any Common Stock or other securities received by the Grantee with respect to the Performance Shares in any such transaction shall be subject to the restrictions and conditions set forth herein.

7.Rights as a Stockholder.  The Grantee shall not be entitled to any rights of a stockholder with respect to the Performance Shares unless and until such time as the Performance Shares are earned, as set forth in Section 3 above.  The Grantee shall have no right to vote such shares or to receive dividends and other distributions payable with respect to such shares since the Date of Award.  However, dividends and other distributions that would have been payable with respect to any Earned Performance Shares during the period from the Date of Award until the date the shares are earned as provided in Section 3 above will be paid to the Grantee within 28 days after the date such shares are determined (the “Determination Date”) to be earned by the Compensation Committee.  The Grantee shall be entitled to elect to receive any such dividends payable pursuant to the immediately prior sentence in cash or in shares of common stock, with the number of shares of common stock determined using the Fair Market Value (the closing price) of a share of the Company’s common stock on the Determination Date.  Dividend elections shall be in writing and irrevocably submitted prior to the Determination Date.  Dividends shall be paid in cash absent a valid election to the contrary. 

8.Government Regulations:  Notwithstanding anything contained herein to the contrary, the Company’s obligation to issue or deliver certificates evidencing the Performance Shares shall be subject to all applicable laws, rules and regulations and to such approvals by any governmental agencies or national securities exchanges as may be required.

9.Withholding Taxes:  The Company shall have the right to require the Grantee to remit to the Company, or to withhold from other amounts payable to the Grantee, as compensation or otherwise, an amount sufficient to satisfy all federal, state and local withholding tax requirements.  The Company will offer Grantee the right to have withholding requirements satisfied by the Company’s withholding of shares upon the timely written election of Grantee to utilize shares for withholding tax purposes.

10.Employment:  Nothing in this Agreement shall confer upon Grantee any right to continue in the employ of Company, nor shall it interfere in any way with the right of the Company to terminate Grantee’s employment at any time.

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11.Plan:  Grantee acknowledges receipt of a copy of the Plan, agrees to be bound by the terms and provisions of the Plan and agrees to acknowledge, upon request of Company, receipt of any prospectus or prospectus amendment provided to Grantee by Company. Grantee further acknowledges that no portion of this Award is intended to be a Qualified Performance-Based Award (as defined in the Plan).

12.Securities Laws:  Grantee agrees to comply with all applicable securities laws upon sale or disposition of shares acquired hereunder.

13.Notices:  Notices to Company shall be addressed to it at 401 Merritt 7, Norwalk, CT  06851.

Notice to Grantee shall be mailed to the Grantee at either the Legal/Residential Address on file with Frontier and Fidelity or, to the email address on file with Fidelity; in accordance with the Grantee’s mailing preference on file with Fidelity.  Company or Grantee may from time to time designate in writing different addresses for receipt of notice. Notice shall be deemed given when properly addressed and sent first class or express mail, or sent electronically.

14.Governing Law:  The terms of this Agreement shall be binding upon Company, Grantee and their respective successors and assigns.  This Agreement shall be performed under and determined in accordance with the laws of the State of Connecticut.

In Witness Whereof, the Company has caused this Award to be granted on the date first above written.

FRONTIER COMMUNICATIONS CORPORATION

By:  ______________________	_________________________
Name:	Participant Name:
Title:	Acceptance Date:

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EX-10.35

Exhibit 10.35

RESTRICTED CASH AWARD AGREEMENT

This Agreement is made as of ______________ (“Date of Award”) between Frontier Communications Corporation, a Delaware corporation (the “Company”) and ____________ (the “Grantee”). In consideration of the agreements set forth below, the Company and the Grantee agree as follows:

1. Grant. The Company hereby grants to the Grantee a cash award of $_____ (the “Award”), subject to the following terms and conditions.

2. Vesting. One-third (33.3%) of the Award shall vest on each __________, beginning in _______, and ending on ______________ (each such date, a “Vesting Date”).

3. Settlement. As soon as is reasonably practicable following each Vesting Date (but in any event, within 30 days), the Participant will receive the applicable portion of the vested Award in cash.

4. Forfeiture. Any unvested portion of the Award shall be forfeited without consideration (a) upon the Grantee’s termination of employment with the Company, [or]1 (b) in the event the Company notifies Grantee in writing that Company has determined that Grantee has breached the terms of Section 5 below[, or (c) in accordance with the Company’s Clawback Policy.]2

5. Misconduct. The Award shall be forfeited to the Company if the Compensation Committee of the Company’s Board of Directors (the “Committee”) determines that the Grantee has engaged in “Misconduct” as defined below. The Committee may in its sole discretion require the Grantee to repay the portion of the Award that was vested and/or paid within the twelve month period immediately preceding a date on which the Grantee engaged in such Misconduct, as determined by the Committee.  The Company shall be entitled to set-off against the amount of any such gains realized any amount owed to the Grantee by the Company, to the extent that such set-off is not inconsistent with Section 409A of the Internal Revenue Code of 1986, as amended.

“Misconduct” means any of the following, as determined by the Committee in good faith: (i) violating any agreement between the Company and the Grantee, including but not limited to a violation relating to the disclosure of confidential information or trade secrets, the solicitation of employees, customers, suppliers, licensors or contractors, or the performance of competitive services; (ii) competing with the company by working for, managing, operating, controlling or participating in the ownership, operation or control of, any company or entity which provides telephone, Internet or video products or services, (iii) violating the Company’s Code of Business Conduct and Ethics; (iv) making, or causing or attempting to cause any other person to make, any statement (whether written, oral or electronic),

1 Insert for GVPs and below.

2 Insert for SVPs and above.

or conveying any information about the Company which is disparaging or which in any way reflects negatively upon the Company, unless required by law or pursuant to a Company policy; (v) improperly disclosing or otherwise misusing any confidential information regarding the Company; (vi) unlawful trading in the Company’s securities or of another company based on information gained as a result of the Grantee’s employment or other relationship with the Company; (vii) engaging in any act which is considered to be contrary to the best interests of the Company, including but not limited to recruiting or soliciting employees of the Company; or (viii) commission of a felony or other serious crime or engaging in any activity which constitutes gross misconduct.

This Section 5 shall also apply if the Grantee commits Misconduct after his or her employment with the Company terminates.

6. Withholding Taxes. The Company shall have the right to require the Grantee to remit to the Company, or to withhold from other amounts payable to the Grantee, as compensation or otherwise, an amount sufficient to satisfy all federal, state and local withholding tax requirements.

7. Employment. Nothing in this Agreement shall confer upon Grantee any right to continue in the employ of Company, nor shall it interfere in any way with the right of the Company to terminate Grantee’s employment at any time.

8. Acknowledgment. Grantee acknowledges that the Award is hereby granted in lieu of any restricted stock awards to which Grantee may be entitled to under Grantee’s employment agreement, offer letter, or similar agreement with the Company (any such agreement, the “Employment Agreement”). Grantee further acknowledges that the Award represents full consideration with respect to such restricted stock awards, and waives any right the Grantee may have with respect to such restricted stock awards.

9. The Plan. This Award shall be treated as if it was an award of Performance Units (as defined in the Frontier Communications Corporation 2017 Equity Incentive Plan (the “Plan”)), including that (x) the Grantee shall have all obligations and be subject to all restrictions set forth therein and (y) the Company shall have all interpretive and governance rights set forth therein, in each case, as if set forth herein; provided that, for the avoidance of doubt, no portion of this Award is intended to be a Qualified Performance-Based Award (as defined in the Plan).

10. Notices. Notices to Company shall be addressed to it at: 401 Merritt 7, Norwalk, CT 06851.

Notice to Grantee shall be mailed to the Grantee at either the Legal/Residential Address on file with Frontier and Fidelity or, to the email address on file with Fidelity; in accordance with the Grantee’s mailing preference on file with Fidelity.  Company or Grantee may from time to time designate in writing different addresses

2

for receipt of notice. Notice shall be deemed given when properly addressed and sent first class or express mail, or sent electronically.

11. Governing Law. The terms of this Agreement shall be binding upon
Company, Grantee and their respective successors and assigns. This Agreement shall be performed under and determined in accordance with the laws of the State of Connecticut.

IN WITNESS WHEREOF, the Company has caused this Award to be granted on the date first above written.

FRONTIER COMMUNICATIONS CORPORATION

By: _______________________	________________________
Name:	Participant Name:
Title:	Acceptance Date:

3

EX-10.36

Exhibit 10.36

PERFORMANCE CASH AWARD AGREEMENT

This Agreement is made as of ___________ (“Date of Award”) between Frontier Communications Corporation, a Delaware corporation (the “Company”) and _____________ (the “Grantee”).  In consideration of the agreements set forth below, the Company and the Grantee agree as follows:

1. Award:  The Grantee is eligible for a cash bonus (the “Award”) in an amount to be determined pursuant to Section 2, subject to the following terms and conditions.

2. Performance Criteria:  The amount of the Award will range from $0 to $____, as determined by the Compensation Committee of the Board of Directors (the “Compensation Committee”) after the end of the three-year measurement period ending _______________ (the “Measurement Period”) based on the Company’s performance against (i) annual free cash flow per share goals, and (ii) a three-year relative total return to stockholders performance goal, as reviewed and approved by the Compensation Committee within 90 days after the end of the Measurement Period.  No Award will be earned if performance is below minimum levels.  The relative total return to stockholders performance levels are set forth in a separate document and will be communicated to the Grantee.  The cash flow goals will be established during the first 90 days of each year in the Measurement Period by the Compensation Committee and communicated to the Grantee annually. 

3. Payment. The Award, to the extent earned pursuant to Section 2,  will be paid to the Grantee no later than _____________________; provided that the Grantee is not entitled to any such Award if (a) the Grantee’s employment with the Company is terminated prior to the date of payment; (b) if the Compensation Committee of the Company’s Board of Directors (the “Committee”) determines that the Grantee has engaged in “Misconduct” (as defined below);  or (c)  the Award is forfeited in accordance with the Company’s Clawback Policy.

“Misconduct” means any of the following, as determined by the Committee in good faith: (i) violating any agreement between the Company and the Grantee, including but not limited to a violation relating to the disclosure of confidential information or trade secrets, the solicitation of employees, customers, suppliers, licensors or contractors, or the performance of competitive services; (ii) competing with the company by working for, managing, operating, controlling or participating in the ownership, operation or control of, any company or entity which provides telephone, Internet or video products or services, (iii) violating the Company’s Code of Business Conduct and Ethics; (iv) making, or causing or attempting to cause any other person to make, any statement (whether written, oral or electronic), or conveying any information about the Company which is disparaging or which in any way reflects negatively upon the Company, unless required by law or pursuant

to a Company policy; (v) improperly disclosing or otherwise misusing any confidential information regarding the Company; (vi) unlawful trading in the Company’s securities or of another company based on information gained as a result of the Grantee’s employment or other relationship with the Company; (vii) engaging in any act which is considered to be contrary to the best interests of the Company, including but not limited to recruiting or soliciting employees of the Company; or (viii) commission of a felony or other serious crime or engaging in any activity which constitutes gross misconduct.

4. Clawback. The Committee may, in its sole discretion, require the Grantee repay the Company a cash amount equal to the Award received by the Grantee (if any) within the twelve month period immediately preceding a date on which the Grantee engaged in Misconduct, as determined by the Committee. The Company shall be entitled to set-off against the amount of any such gains realized any amount owed to the Grantee by the Company, to the extent that such set-off is not inconsistent with Section 409A of the Internal Revenue Code of 1986, as amended.

This Section 4 shall also apply if the Grantee commits Misconduct after his or her employment with the Company terminates.

5. Withholding Taxes:  The Company shall have the right to require the Grantee to remit to the Company, or to withhold from other amounts payable to the Grantee, as compensation or otherwise, an amount sufficient to satisfy all federal, state and local withholding tax requirements.

6. Employment:  Nothing in this Agreement shall confer upon Grantee any right to continue in the employ of Company, nor shall it interfere in any way with the right of the Company to terminate Grantee’s employment at any time.

7. Acknowledgment. Grantee acknowledges that the Award is in lieu of any performance share awards to which Grantee may be entitled to under Grantee’s employment agreement, offer letter, or similar agreement with the Company (any such agreement, the “Employment Agreement”). Grantee further acknowledges that the Award represents full consideration with respect to such performance share awards, and waives any right the Grantee may have with respect to such performance share awards.

8. The Plan. This Award shall be treated as if it was an award of Performance Units (as defined in the Frontier Communications Corporation 2017 Equity Incentive Plan (the “Plan”)), including that (x) the Grantee shall have all obligations and be subject to all restrictions set forth therein and (y) the Company shall have all interpretive and governance rights set forth therein, in each case, as if set forth herein; provided that, for the avoidance of doubt, no portion of this Award is intended to be a Qualified Performance-Based Award (as defined in the Plan).

9. Notices:  Notices to Company shall be addressed to it at 401 Merritt 7, Norwalk, CT  06851.

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Notice to Grantee shall be mailed to the Grantee at either the Legal/Residential Address on file with Frontier and Fidelity or, to the email address on file with Fidelity; in accordance with the Grantee’s mailing preference on file with Fidelity.  Company or Grantee may from time to time designate in writing different addresses for receipt of notice. Notice shall be deemed given when properly addressed and sent first class or express mail, or sent electronically.

10. Governing Law:  The terms of this Agreement shall be binding upon Company, Grantee and their respective successors and assigns.  This Agreement shall be performed under and determined in accordance with the laws of the State of Connecticut.

In Witness Whereof, the Company has caused this Award to be granted on the date first above written.

FRONTIER COMMUNICATIONS CORPORATION

By: ______________________	________________________
Name:	Participant Name:
Title:	Acceptance Date:

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EX-10.38

Exhibit 10.38

INDEMNIFICATION AGREEMENT

This Indemnification Agreement (this “Agreement”) is entered into as of [DATE] (the “Effective Date”), by and between Frontier Communications Corporation, a Delaware corporation (“Frontier”), and [NAME] (the “Indemnitee”).

RECITALS

WHEREAS, the Board of Directors has determined that the inability to attract and retain qualified persons as directors and officers is detrimental to the best interests of Frontier’s stockholders and that Frontier should act to assure such persons that there shall be adequate certainty of protection through insurance and indemnification against risks of claims and actions against them arising out of their service to and activities on behalf of Frontier;

WHEREAS, Frontier has adopted provisions in its Bylaws providing for indemnification and advancement of expenses of its directors and officers, and Frontier wishes to clarify and enhance the rights and obligations of Frontier and the Indemnitee with respect to indemnification and advancement of expenses;

WHEREAS, the Bylaws authorize Frontier to enter into indemnification agreements and state that any such indemnification agreements shall be deemed specifically approved and authorized by Frontier’s stockholders and shall not be subject to invalidation as interested transactions;

WHEREAS, in order to induce and encourage highly experienced and capable persons such as the Indemnitee to serve and continue to serve as directors and officers of Frontier and in any other capacity with respect to Frontier as Frontier may request, and to otherwise promote the desirable end that such persons shall resist what they consider unjustified lawsuits and claims made against them in connection with the good faith performance of their duties to Frontier, with the knowledge that certain costs, judgments, penalties, fines, liabilities, and expenses incurred by them in their defense of such litigation are to be borne by Frontier and they shall receive the maximum protection against such risks and liabilities as may be afforded by applicable law, the Board of Directors of Frontier has determined that the following Agreement is reasonable and prudent to promote and ensure the best interests of Frontier and its stockholders; and

WHEREAS, Frontier desires to have the Indemnitee continue to serve as a director or officer of Frontier and in any other capacity with respect to Frontier as Frontier may request, as the case may be, free from undue concern for unpredictable, inappropriate, or unreasonable legal risks and personal liabilities by reason of the Indemnitee acting in good faith in the performance of the Indemnitee’s duty to Frontier; and the Indemnitee desires to continue so to serve Frontier, provided, and on the express condition, that he or she is furnished with the protections set forth hereinafter.

AGREEMENT

NOW, THEREFORE, in consideration of the Indemnitee’s continued service as a director or officer of Frontier, the parties hereto agree as follows:

1. Definitions.  For purposes of this Agreement:

(a)A “Change in Control” means a change in control of Frontier of a nature that would be required to be reported in response to Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, whether or not Frontier is then subject to such reporting requirement; provided, without limitation, that such a change in control shall be deemed to have occurred if: (A) any “person” (as such term is used in Sections 13(d) and 14(d) of the Securities Exchange Act of 1934) is or becomes the “beneficial owner” (as defined in Rule 13d-3 thereunder), directly or indirectly, of securities of Frontier representing 20% or more of the combined voting power of Frontier’s then outstanding securities without the prior approval of at least two-thirds of the members of the Board of Directors in office immediately prior to such acquisition; (B) Frontier is a party to a merger, consolidation, sale of assets or other reorganization, or a proxy contest, as a consequence of which, members of the Board of Directors in office immediately prior to such transaction or event constitute less than a majority of the Board of Directors thereafter; or (C) during any period of two consecutive years, individuals who at the beginning of such period constituted the Board of Directors (including for this purpose any new director whose election or nomination for election by Frontier’s stockholders was approved by a vote of at least two-thirds of the directors then still in office who were directors at the beginning of such period) cease for any reason to constitute at least a majority of the Board of Directors.

(b)“Disinterested Director” means a director of Frontier who is not or was not a material party to the Proceeding in respect of which indemnification is sought by the Indemnitee.  Disinterested Directors considering or acting on any indemnification matter under this Agreement or under governing corporate law or otherwise may consider or take action as the Board of Directors or may consider or take action as a committee or individually or otherwise. 

(c)“Expenses” includes, without limitation, expenses incurred in connection with the defense or settlement of any action, suit, arbitration, alternative dispute resolution mechanism, inquiry, judicial, administrative, or legislative hearing, investigation, or any other threatened, pending, or completed proceeding, whether brought by or in the right of Frontier or otherwise, including any and all appeals, whether of a civil, criminal, administrative, legislative, investigative, or other nature, attorneys’ fees, witness fees and expenses, fees and expenses of accountants and other advisors, retainers and disbursements and advances thereon, the premium, security for, and other costs relating to any bond (including cost bonds, appraisal bonds, or their equivalents), and any expenses of establishing a right to indemnification or advancement under this Agreement, but shall not include the amount of judgments, fines, ERISA excise taxes, penalties, or any amounts paid in settlement by or on behalf of the Indemnitee.

(d)“Independent Counsel” means a law firm or a member of a law firm that neither presently is, nor in the past five years has been, retained to represent: (i) Frontier or the Indemnitee in any manner; or (ii) any other party to the Proceeding giving rise to a request for indemnification hereunder.  Notwithstanding the foregoing, the term “Independent Counsel” shall not include any person who, under the applicable standards of professional conduct then prevailing under the law of the State of Delaware, would have a conflict of interest in representing either Frontier or the Indemnitee in an action to determine the Indemnitee’s rights under this Agreement.

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(e)“Proceeding” means any action, suit, arbitration, alternative dispute resolution mechanism, inquiry, judicial, administrative, or legislative hearing, investigation, or any other threatened, pending, or completed proceeding, whether brought by or in the right of Frontier or otherwise, including any and all appeals, whether of a civil, criminal, administrative, legislative, investigative, or other nature, to which the Indemnitee was or is a party or is threatened to be made a party or is otherwise involved in by reason of the fact that the Indemnitee is or was a director, officer, employee, agent, or trustee of Frontier or while a director, officer, employee, agent, or trustee of Frontier is or was serving at the request of Frontier as a director, officer, employee, agent, or trustee of another corporation or of a partnership, joint venture, trust, or other enterprise, including service with respect to an employee benefit plan, or by reason of anything done or not done by the Indemnitee in any such capacity, whether or not the Indemnitee is serving in such capacity at the time any expense, liability, or loss is incurred for which indemnification or advancement can be provided under this Agreement.

2. Service by the Indemnitee.  The Indemnitee shall serve and/or continue to serve as a director or officer of Frontier faithfully and to the best of the Indemnitee’s ability so long as the Indemnitee is duly elected or appointed and until such time as the Indemnitee’s successor is elected and qualified or the Indemnitee is removed as permitted by applicable law or tenders a resignation in writing.

3. Indemnification and Advancement of Expenses.  Frontier shall indemnify and hold harmless the Indemnitee, and shall pay to the Indemnitee in advance of the final disposition of any Proceeding all Expenses incurred by the Indemnitee in defending any such Proceeding, to the fullest extent authorized by the General Corporation Law of the State of Delaware (the “DGCL”) as the same exists or may hereafter be amended, all on the terms and conditions set forth in this Agreement.  Without diminishing the scope of the rights provided by this Section, the rights of the Indemnitee to indemnification and advancement of Expenses provided hereunder shall include but shall not be limited to those rights hereinafter set forth, except that no indemnification or advancement of Expenses shall be paid to the Indemnitee:

(a)to the extent expressly prohibited by applicable law or the Bylaws of Frontier;

(b)for and to the extent that payment is actually made to the Indemnitee under a valid and collectible insurance policy or under a valid and enforceable indemnity clause, provision of a certificate of incorporation or bylaws, or agreement of Frontier or any other company or other enterprise (and the Indemnitee shall reimburse Frontier for any amounts paid by Frontier and subsequently so recovered by the Indemnitee); or

(c)in connection with an action, suit, or proceeding, or part thereof initiated voluntarily by the Indemnitee (including claims and counterclaims, whether such counterclaims are asserted by: (i) the Indemnitee; or (ii) Frontier in an action, suit, or proceeding initiated by the Indemnitee), except a judicial proceeding or arbitration pursuant to Section 11 to enforce rights under this Agreement, unless the action, suit, or proceeding, or part thereof, was authorized or ratified by the Board of Directors or the Board of Directors determines that indemnification or advancement of Expenses is appropriate.

4. Action or Proceedings Other than an Action by or in the Right of Frontier.  Except as limited by Section 3 above, the Indemnitee shall be entitled to the indemnification rights provided

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in this Section if the Indemnitee was or is a party or is threatened to be made a party to, or was or is otherwise involved in, any Proceeding (other than an action by or in the right of Frontier) by reason of the fact that the Indemnitee is or was a director, officer, employee, agent, or trustee of Frontier or while a director, officer, employee, agent, or trustee of Frontier is or was serving at the request of Frontier as a director, officer, employee, agent, or trustee of another corporation or of a partnership, joint venture, trust, or other enterprise, including service with respect to an employee benefit plan, or by reason of anything done or not done by the Indemnitee in any such capacity.  Pursuant to this Section, the Indemnitee shall be indemnified against all expense, liability, and loss (including judgments, fines, ERISA excise taxes, penalties, amounts paid in settlement by or on behalf of the Indemnitee, and Expenses) actually and reasonably incurred by the Indemnitee in connection with such Proceeding, if the Indemnitee acted in good faith and in a manner the Indemnitee reasonably believed to be in or not opposed to the best interests of Frontier, and with respect to any criminal Proceeding, had no reasonable cause to believe his or her conduct was unlawful.

5. Indemnity in Proceedings by or in the Right of Frontier.  Except as limited by Section 3 above, the Indemnitee shall be entitled to the indemnification rights provided in this Section if the Indemnitee was or is a party or is threatened to be made a party to, or was or is otherwise involved in, any Proceeding brought by or in the right of Frontier to procure a judgment in its favor by reason of the fact that the Indemnitee is or was a director, officer, employee, agent, or trustee of Frontier or while a director, officer, employee, agent, or trustee of Frontier is or was serving at the request of Frontier as a director, officer, employee, agent, or trustee of another corporation or of a partnership, joint venture, trust, or other enterprise, including service with respect to an employee benefit plan, or by reason of anything done or not done by the Indemnitee in any such capacity.  Pursuant to this Section, the Indemnitee shall be indemnified against all expense, liability, and loss (including judgments, fines, ERISA excise taxes, penalties, amounts paid in settlement by or on behalf of the Indemnitee, and Expenses) actually and reasonably incurred by the Indemnitee in connection with such Proceeding if the Indemnitee acted in good faith and in a manner the Indemnitee reasonably believed to be in or not opposed to the best interests of Frontier; provided,  however, that no such indemnification shall be made in respect of any claim, issue, or matter as to which the DGCL expressly prohibits such indemnification by reason of any adjudication of liability of the Indemnitee to Frontier, unless and only to the extent that the Court of Chancery of the State of Delaware or the court in which such Proceeding was brought shall determine upon application that, despite the adjudication of liability but in view of all the circumstances of the case, the Indemnitee is entitled to indemnification for such expense, liability, and loss as such court shall deem proper.

6. Indemnification for Costs, Charges, and Expenses of Successful Party. Notwithstanding any limitations of Sections 3(c), 4, and 5 above, to the extent that the Indemnitee has been successful, on the merits or otherwise, in whole or in part, in defense of any Proceeding, or in defense of any claim, issue, or matter therein, including, without limitation, the dismissal of any action without prejudice, or if it is ultimately determined, by final judicial decision of a court of competent jurisdiction from which there is no further right to appeal, that the Indemnitee is otherwise entitled to be indemnified against Expenses, the Indemnitee shall be indemnified against all Expenses actually and reasonably incurred by the Indemnitee in connection therewith.

7. Partial Indemnification.  If the Indemnitee is entitled under any provision of this Agreement to indemnification by Frontier for some or a portion of the expense, liability, and loss (including judgments, fines, ERISA excise taxes, penalties, amounts paid in settlement by or on

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behalf of the Indemnitee, and Expenses) actually and reasonably incurred in connection with any Proceeding, or in connection with any judicial proceeding or arbitration pursuant to Section 11 to enforce rights under this Agreement, but not, however, for all of the total amount thereof, Frontier shall nevertheless indemnify the Indemnitee for the portion of such expense, liability, and loss actually and reasonably incurred to which the Indemnitee is entitled.

8. Indemnification for Expenses of a Witness.  Notwithstanding any other provision of this Agreement, to the maximum extent permitted by the DGCL, the Indemnitee shall be entitled to indemnification against all Expenses actually and reasonably incurred by the Indemnitee or on the Indemnitee’s behalf if the Indemnitee appears as a witness or otherwise incurs legal expenses as a result of or related to the Indemnitee’s service as a director or officer of Frontier, in any threatened, pending, or completed action, suit, arbitration, alternative dispute resolution mechanism, inquiry, judicial, administrative, or legislative hearing, investigation, or any other threatened, pending, or completed proceeding, whether of a civil, criminal, administrative, legislative, investigative, or other nature, to which the Indemnitee neither is, nor is threatened to be made, a party.

9. Determination of Entitlement to Indemnification.  To receive indemnification under this Agreement, the Indemnitee shall submit a written request to the Chief Executive Officer or the Secretary of Frontier.  Such request shall include such documentation and information as is reasonably available to the Indemnitee and reasonably necessary to determine whether and to what extent the Indemnitee is entitled to indemnification (the “Supporting Documentation”).  The Secretary of Frontier shall promptly advise the Board of Directors in writing that the Indemnitee has requested indemnification.  The determination of the Indemnitee’s entitlement to indemnification shall be made by the following person or persons who shall be empowered to make such determination: (a)  a majority of the Disinterested Directors (including by the Disinterested Director, if there is only one); (b) a majority of a committee of Disinterested Directors designated by a majority vote of the Disinterested Directors; (c) Independent Counsel, if a majority of the Disinterested Directors so directs or there are no Disinterested Directors, in a written opinion to the Board of Directors, a copy of which shall be delivered to the Indemnitee; (d) the stockholders of Frontier (but only if a majority of the Disinterested Directors determines that the issue of entitlement to indemnification should be submitted to the stockholders for their determination); (e) in the event that a Change in Control has occurred and the Indemnitee so requests (in which case the Disinterested Directors shall be deemed to have so directed), by Independent Counsel in a written opinion to the Board of Directors, a copy of which shall be delivered to the Indemnitee; or (f) as provided in Section 10.  In the event the determination of entitlement to indemnification is to be made by Independent Counsel, a majority of the Disinterested Directors shall select the Independent Counsel, but only an Independent Counsel to which the Indemnitee does not reasonably object; provided,  however, that if a Change in Control has occurred or there are no Disinterested Directors, the Indemnitee shall select such Independent Counsel, but only an Independent Counsel to which the Board of Directors does not reasonably object.  Upon failure of the Disinterested Directors (or the Indemnitee, in the event a Change in Control has occurred or there are no Disinterested Directors) to select such Independent Counsel or upon objection by the Indemnitee or Board of Directors to the selection of Independent Counsel, such Independent Counsel shall be selected upon application to a court of competent jurisdiction.  The determination of the Indemnitee’s entitlement to indemnification shall be made not later than 60 calendar days after receipt by Frontier of the written request therefor together with the Supporting Documentation, and unless a contrary determination is made, such indemnification shall be paid in full not later than five calendar days after such determination has been made, or is deemed to have been made pursuant to Section 10.  If the person

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making such determination shall determine that the Indemnitee is entitled to indemnification as to part (but not all) of the application for indemnification, such person shall reasonably prorate such partial indemnification among the claims, issues, or matters at issue at the time of the determination.

10. Presumptions and Effect of Certain Proceedings. 

(a) Except as otherwise expressly provided in this Agreement, the Indemnitee shall be presumed to be entitled to indemnification upon submission of a request for indemnification together with the Supporting Documentation, and thereafter in any determination or review of any determination, and in any suit, arbitration or adjudication, Frontier shall have the burden of proof to overcome that presumption, including the burden of proof that the Indemnitee has not met the standard of conduct described above and also the burden of proof on any of the issues which may be material to a determination that the Indemnitee is not entitled to indemnification.  In any event, if the person or persons empowered under Section 9 to determine entitlement to indemnification shall not have been appointed or shall not have made a determination within 60 calendar days after receipt by Frontier of the request therefor together with the Supporting Documentation, the Indemnitee shall be deemed to be entitled to indemnification.  In either case, the Indemnitee shall be entitled to such indemnification, unless: (i) the Indemnitee misrepresented or failed to disclose a material fact in making the request for indemnification or in the Supporting Documentation; or (ii) such indemnification is prohibited by law, in either case as ultimately determined by final judicial decision of a court of competent jurisdiction from which there is no further right to appeal, or, at the Indemnitee’s sole option, arbitration as provided in Section 11.

(b) The termination of any Proceeding, or of any claim, issue, or matter therein, by judgment, order, settlement, or conviction, or upon a plea of nolo contendere or its equivalent, shall not, of itself, adversely affect the right of the Indemnitee to indemnification or create any presumption with respect to any standard of conduct or belief or any other matter which might form a basis for a determination that the Indemnitee is not entitled to indemnification.

(c) With regard to the right to indemnification for Expenses: (i) if and to the extent that the Indemnitee has been successful on the merits or otherwise, in whole or in part, in defense of any Proceeding; (ii) if a Proceeding was terminated without a determination of liability on the part of the Indemnitee with respect to any claim, issue, or matter therein or without any payments in settlement or compromise being made by the Indemnitee with respect to a claim, issue, or matter therein; or (iii) if and to the extent that the Indemnitee was not a party to the Proceeding, the Indemnitee shall be deemed to be entitled to indemnification, which entitlement shall not be defeated or diminished by any determination which may be made pursuant to Section 9. 

(d) The Indemnitee shall be presumptively entitled to indemnification in all respects for any act, omission, or conduct taken or occurring which (whether by condition or otherwise) is required, authorized, or approved by any order issued or other action by any commission or governmental body pursuant to any federal statute or state statute regulating Frontier or any of its subsidiaries by reason of its status as a public utility or public utility holding company or by reason of its activities as such.  To the extent permitted by law, the presumption shall be conclusive on all parties with respect to acts, omissions, or conduct of the Indemnitee if he or she acted in good faith and in a manner he or she reasonably believed to be in or not opposed to the best interests of Frontier or its subsidiaries.  No presumption adverse to the Indemnitee shall be drawn with respect to any act, omission, or conduct of the Indemnitee if he or she acted in good faith and in

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a manner he or she reasonably believed to be in or not opposed to the best interests of Frontier or its subsidiaries taken or occurring in the absence of, or inconsistent with, any order issued or action by any commission or governmental body.

11. Remedies of the Indemnitee in Cases of Determination Not to Indemnify or to Advance Expenses; Right to Bring Suit. 

(a) In the event that a determination is made pursuant to Section 9 that the Indemnitee is not entitled to indemnification hereunder, or if payment is not timely made following a determination of entitlement to indemnification pursuant to Sections 9 or 10, or if an advancement of Expenses is not timely made pursuant to Section 16, the Indemnitee may at any time thereafter seek an adjudication of his or her entitlement to payment either, at the Indemnitee’s sole option, in: (i) an appropriate court of the State of Delaware or any other court of competent jurisdiction; or (ii) to the extent consistent with law, arbitration to be conducted by three arbitrators (or, if the dispute involves less than $100,000, by a single arbitrator) pursuant to the rules of the American Arbitration Association.  Any such suit or arbitration shall be de novo and the Indemnitee shall not be prejudiced by reason of such adverse determination.  Frontier shall not oppose the Indemnitee’s right to seek any such adjudication or award in arbitration. 

(b) In any suit or arbitration brought by the Indemnitee to enforce a right to indemnification or to an advancement of Expenses hereunder, or in any suit brought by Frontier to recover an advancement of Expenses pursuant to the terms of an undertaking, the burden of proving that the Indemnitee is not entitled to be indemnified, or to such advancement of expenses, under this Section 11 or otherwise shall be on Frontier.  Neither the failure of Frontier (including the Disinterested Directors, a committee of Disinterested Directors, Independent Counsel, or its stockholders) to have made a determination prior to the commencement of a suit or arbitration regarding whether indemnification of the Indemnitee is proper in the circumstances because the Indemnitee has met the standard of conduct described above, nor an actual determination by Frontier (including the Disinterested Directors, a committee of Disinterested Directors, Independent Counsel, or its stockholders) that the Indemnitee has not met the standard of conduct described above shall create a presumption that the Indemnitee has not met the standard of conduct.  Neither a failure to make such a determination of entitlement nor an adverse determination of entitlement to indemnification shall be a defense of Frontier in a suit or arbitration brought by the Indemnitee or a suit by or on behalf of Frontier relating to indemnification or create any presumption that the indemnitee has not met the standard of conduct described above or is otherwise not entitled to indemnification.  In any suit brought by Frontier to recover an advancement of Expenses pursuant to the terms of an undertaking, Frontier shall be entitled to recover such Expenses upon a final judicial decision of a court of competent jurisdiction from which there is no further right to appeal that the Indemnitee has not met the standard of conduct described above. 

(c) If a determination shall have been made or deemed to have been made, pursuant to Sections 9 or 10, that the Indemnitee is entitled to indemnification, Frontier shall be obligated to pay the amounts constituting such indemnification within five calendar days after such determination has been made or deemed to have been made, as required by Section 9, and shall be conclusively bound by such determination, unless: (i) the Indemnitee misrepresented or failed to disclose a material fact in making the request for indemnification or in the Supporting Documentation; or (ii) such indemnification is prohibited by law, in either case as ultimately determined by final judicial decision of a court of competent jurisdiction from which there is no

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further right to appeal, or, at the Indemnitee’s sole option, arbitration as provided in Section 11.  Notwithstanding the foregoing, Frontier may bring suit, in an appropriate court in the State of Delaware or any other court of competent jurisdiction, contesting the right of the Indemnitee to receive Indemnification hereunder due to the occurrence of a circumstance described in clause (i) above or a prohibition of law (both of which are herein referred to as a “Disqualifying Circumstance”).  In either instance, if the Indemnitee shall elect, at his or her sole option, that such dispute shall be determined by arbitration (as provided in Section 19(d)(i)), the Indemnitee and Frontier shall submit the controversy to arbitration.  In any such suit or arbitration, whether brought by the Indemnitee or Frontier, the Indemnitee shall be entitled to indemnification unless Frontier can satisfy the burden of proof that indemnification is prohibited by reason of a Disqualifying Circumstance.

(d) Frontier shall be precluded from asserting in any suit or arbitration commenced pursuant to Section 11 that the procedures and presumptions or any other provisions of this Agreement are not valid, binding, and enforceable and shall stipulate in any such court or before any such arbitrator or arbitrators that Frontier is bound by all the provisions of this Agreement . 

12. Non-Exclusivity of Rights.  The rights to indemnification and to the advancement of Expenses provided by this Agreement shall not be deemed exclusive of any other right that the Indemnitee may now or hereafter acquire under any applicable law, agreement, vote of stockholders or Disinterested Directors, provisions of a certificate or bylaws (including the Certificate of Incorporation or Bylaws of Frontier), or otherwise.  The Indemnitee is free to proceed under any of the rights available to him or her. 

13. Expenses to Enforce Agreement.  In the event that the Indemnitee seeks a judicial adjudication of or an award in arbitration to enforce his or her rights under, or to recover damages for breach of, this Agreement, or is otherwise involved in any adjudication or arbitration with respect to his or her rights under this Agreement, the Indemnitee shall be entitled to recover from Frontier, and shall be indemnified by Frontier against, any Expenses actually and reasonably incurred by the Indemnitee in connection with such adjudication or award in arbitration (including, but not limited to, any appellate proceedings) if the Indemnitee prevails in such judicial adjudication or arbitration, to the fullest extent permitted by law.  If it shall be determined in such judicial adjudication or arbitration that the Indemnitee is entitled to receive part but not all of the indemnification or advancement of Expenses sought, the expenses incurred by the Indemnitee in connection with such judicial  adjudication or arbitration shall be prorated accordingly.  In any suit brought by Frontier to recover an advancement of Expenses pursuant to the terms of an undertaking, Frontier shall pay all Expenses actually and reasonably incurred by the Indemnitee in connection with such suit to the extent the Indemnitee has been successful, on the merits or otherwise, in defense of such suit, to the fullest extent permitted by law.

14. Continuation of Indemnity.  All agreements and obligations of Frontier contained herein shall continue during the period the Indemnitee is a director, officer, employee, agent, or trustee of Frontier or while a director, officer, employee, agent, or trustee is serving at the request of Frontier as a director, officer, employee, agent, or trustee of another corporation or of a partnership, joint venture, trust, or other enterprise, including service with respect to an employee benefit plan, and shall continue thereafter with respect to any possible claims based on the fact that the Indemnitee was a director, officer, employee, agent, or trustee of Frontier or was serving at the request of Frontier as a director, officer, employee, agent, or trustee of another corporation or of a

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partnership, joint venture, trust, or other enterprise, including service with respect to an employee benefit plan.  This Agreement shall be binding upon all successors and assigns of Frontier (including any transferee of all or substantially all of its assets and any successor by merger or operation of law) and shall inure to the benefit of the Indemnitee’s heirs, executors, and administrators.

15. Notification; Selection of Counsel.  Promptly after receipt by the Indemnitee of notice of any Proceeding, the Indemnitee shall, if a request for indemnification or an advancement of Expenses in respect thereof is to be made against Frontier under this Agreement, notify Frontier in writing of the commencement thereof; but the omission so to notify Frontier shall not relieve it from any liability or obligation that it may have to the Indemnitee. 

(a)Except as otherwise provided in Section 15(b), Frontier may, if appropriate, assume the defense of a Proceeding, with legal counsel approved by the Indemnitee, which approval shall not be unreasonably withheld.  With respect to a Proceeding, Frontier may satisfy its obligations under this Agreement by paying for single counsel for a group of indemnitees, and legal counsel may represent both the Indemnitee and Frontier (and/or any other indemnitees entitled to receive advancement of Expenses or indemnification from Frontier with respect to such matter), in each case unless: (i) the Indemnitee shall have reasonably concluded that there may be a conflict of interest between Frontier and the Indemnitee or any other such indemnitees; or (ii) under the applicable standards of professional conduct then prevailing, such legal counsel would have a conflict of interest.  Any counsel retained in accordance with the preceding sentence shall be approved by the Indemnitee (and any other such indemnitees), by majority vote of indemnitees who are directors, president, or executive vice presidents of Frontier, which approval shall not be unreasonably withheld.  If Frontier has directors’ and officers’ insurance, or other insurance, with a panel counsel requirement that may cover the matter for which advancement of Expenses or indemnification is sought, then such counsel shall be selected from among the panel counsel or other counsel approved by the insurers, unless Frontier waives such requirement in writing. 

(b)In any Proceeding brought by or in the right of Frontier to procure a judgment in its favor, the Indemnitee (and/or any other indemnitees entitled to receive advancement of Expenses or indemnification from Frontier with respect to such matter) shall be entitled to select single counsel of their choice to represent such group of indemnitees, and such counsel shall represent the group of indemnitees unless: (i) the Indemnitee or another indemnitee shall have reasonably concluded that there may be a conflict of interest between the Indemnitee or any other such indemnitees; or (ii) under the applicable standards of professional conduct then prevailing, such legal counsel would have a conflict of interest.  Counsel for the group of indemnitees shall be selected and approved by majority vote of the indemnitees who are directors, president, or executive vice presidents of Frontier, which approval shall not be unreasonably withheld.  If Frontier has directors’ and officers’ insurance, or other insurance, with a panel counsel requirement that may cover the matter for which advancement of Expenses or indemnification is sought, then such counsel shall be selected from among the panel counsel or other counsel approved by the insurers, unless Frontier waives such requirement in writing.  Frontier shall not be entitled to assume the defense of any Proceeding brought by or in the right of Frontier to procure a judgment in its favor. 

(c)Notwithstanding any other provision of this Agreement, the Indemnitee shall have the right to employ the Indemnitee’s own counsel in any Proceeding, but, except as set forth in Sections 15(a) or 15(b) hereof, the fees and expenses of such counsel shall be at the expense of the

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Indemnitee unless: (i) there is a conflict of interest as described above; or (ii) the employment of counsel by the Indemnitee has been authorized by Frontier. 

(d)Notwithstanding any other provision of this Agreement, Frontier shall not be liable to indemnify the Indemnitee under this Agreement for any amounts paid in settlement of any Proceeding effected without Frontier’s written consent.  Frontier shall not settle any Proceeding in any manner that would impose any penalty or limitation on or disclosure obligation with respect to the Indemnitee without the Indemnitee’s written consent, or that would directly or indirectly constitute or impose any admission or acknowledgment of fault or culpability with respect to the Indemnitee without the Indemnitee’s written consent.  Neither Frontier nor the Indemnitee shall unreasonably withhold its consent to any proposed settlement.

16. Advancement of Expenses.  All Expenses incurred by the Indemnitee in defending any Proceeding described in Section 4 or 5 shall be paid by Frontier in advance of the final disposition of such Proceeding at the request of the Indemnitee.  To receive an advancement of Expenses under this Agreement, the Indemnitee shall submit a written request to the Chief Executive Officer or the Secretary of Frontier.  Such request shall reasonably evidence the Expenses incurred or about to be incurred by the Indemnitee and, if required by law at the time of such advancement, shall include or be accompanied by an undertaking by or on behalf of the Indemnitee to repay the amounts advanced if it shall ultimately be determined, by final judicial decision of a court of competent jurisdiction from which there is no further right to appeal, that the Indemnitee is not entitled to be indemnified for such Expenses by Frontier as provided by this Agreement or otherwise.  The Indemnitee’s undertaking to repay any such amounts is not required to be secured.  Each such advancement of Expenses shall be made within 20 calendar days after receipt by Frontier of such written request.  The Indemnitee’s entitlement to Expenses under this Agreement shall include those incurred in connection with any action, suit, or proceeding by the Indemnitee seeking an adjudication or award in arbitration pursuant to Section 11 of this Agreement (including the enforcement of this provision) to the extent the court or arbitrator shall determine that the Indemnitee is entitled to an advancement of Expenses hereunder.

17. Severability.  If any provision or provisions of this Agreement shall be held to be invalid, illegal, or unenforceable for any reason whatsoever: (a) the validity, legality, and enforceability of the remaining provisions of this Agreement (including, without limitation, all portions of any paragraphs of this Agreement containing any such provision held to be invalid, illegal, or unenforceable, that are not by themselves invalid, illegal, or unenforceable) shall not in any way be affected or impaired thereby; and (b) to the fullest extent possible, the provisions of this Agreement (including, without limitation, all portions of any paragraph of this Agreement containing any such provision held to be invalid, illegal, or unenforceable, that are not themselves invalid, illegal, or unenforceable) shall be construed so as to give effect to the intent of the parties that Frontier provide protection to the Indemnitee to the fullest enforceable extent.

18. Headings; References; Pronouns.  The headings of the sections of this Agreement are inserted for convenience only and shall not be deemed to constitute part of this Agreement or to affect the construction thereof.  References herein to section numbers are to sections of this Agreement.  All pronouns and any variations thereof shall be deemed to refer to the singular or plural as appropriate.

10

19. Other Provisions.

(a)This Agreement and all disputes or controversies arising out of or related to this Agreement shall be governed by, and construed in accordance with, the internal laws of the State of Delaware, without regard to the laws of any other jurisdiction that might be applied because of conflicts of laws principles of the State of Delaware.

(b)Notwithstanding any other provision of this Agreement, in the event that the Indemnitee elects, as an alternative to the procedures specified in this Agreement, to follow one of the procedures authorized by applicable corporate law or statute to enforce his or her rights under this Agreement and notifies Frontier of his or her election, Frontier agrees to follow the procedure so elected by the Indemnitee.  If in accordance with the preceding sentence, the procedure therefor contemplated herein or the procedure elected by the Indemnitee in any specific circumstances (or such election by the Indemnitee) shall be invalid or ineffective in bringing about a valid and binding determination of the entitlement of the Indemnitee to indemnification or advancement of Expenses under this Agreement, the most nearly comparable procedure authorized by applicable corporate law or statute shall be followed by Frontier  and the Indemnitee.

(c)Frontier may create a trust fund, grant a security interest or use other means (including, without limitation, a letter of credit, surety bonds and/or other similar arrangements) to ensure the payment of such amounts as may be necessary to effect indemnification or advancement of Expenses pursuant to this Agreement.

(d)This Agreement may be executed in two or more counterparts, all of which shall be considered one and the same instrument and shall become effective when one or more counterparts have been signed by each of the parties and delivered to the other party.

(e)This Agreement shall not be deemed an employment contract between Frontier and any Indemnitee who is an officer of Frontier, and, if the Indemnitee is an officer of Frontier, the Indemnitee specifically acknowledges that the Indemnitee may be discharged at any time for any reason, with or without cause, and with or without severance compensation, except as may be otherwise provided in a separate written contract between the Indemnitee and Frontier.

(f)In the event of payment under this Agreement, Frontier shall be subrogated to the extent of such payment to all of the rights of recovery of the Indemnitee, who shall execute all papers required and shall do everything that may be necessary to secure such rights, including the execution of such documents necessary to enable Frontier effectively to bring suit to enforce such rights.

(g)This Agreement may not be amended, modified, or supplemented in any manner, whether by course of conduct or otherwise, except by an instrument in writing specifically designated as an amendment hereto, signed on behalf of each party.  No failure or delay of either party in exercising any right or remedy hereunder shall operate as a waiver thereof, and no single or partial exercise of any such right or power, or any abandonment or discontinuance of steps to enforce such right or power, or any course of conduct, shall preclude any other or further exercise thereof or the exercise of any other right or power.

11

IN WITNESS WHEREOF, Frontier and the Indemnitee have caused this Agreement to be executed as of the date first written above.

FRONTIER COMMUNICATIONS CORPORATION


By:_________
       Name: 
       Title:   

_____________________________________________________________________________________________
Indemnitee

Signature Page to Indemnification Agreement

EX-12

Exhibit 12

Frontier Communications Corporation

Statements of the Ratio of Earnings to Fixed Charges

and Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends

($ in Millions)

		Years Ended December 31,
		2017		2016		2015		2014		2013
Pre-tax income(loss) from continuing operations	$	(3,187)	$	(623)	$	(361)	$	163	$	163
Fixed charges		1,577		1,588		1,156		732		698
Interest capitalized		(12)		(11)		(4)		(3)		(3)
Income attributable to the noncontrolling
interest in a partnership		-		-		-		-		(2)
Total earnings	$	(1,622)	$	954	$	791	$	892	$	856
Fixed charges		1,577		1,588		1,156		732		698
Dividends declared on preferred stock		214		214		120		-		-
Combined fixed charges and
preferred stock dividends		1,791		1,802		1,276		732		698
Excess (deficiency) in earnings required to
cover fixed charges	$	(3,199)	$	(634)	$	(365)	$	160	$	158
Ratio of earnings to fixed charges		(1.03)		0.60		0.68		1.22		1.23
Excess (deficiency) in earnings required to
cover combined fixed charges and
preferred stock dividends	$	(3,413)	$	(848)	$	(485)	$	160	$	158
Ratio of earnings to combined fixed charges
and preferred stock dividends		(0.91)		0.53		0.62		1.22		1.23
NOTE: The above calculation was performed in accordance with Regulation S-K 229.503(d) Ratio of earnings to fixed charges.

EX-21

Exhibit 21

List of subsidiaries of Frontier Communications Corporation

Entity Name	Domestic Jurisdiction
Citizens Capital Ventures Corp.	Delaware
Citizens Directory Services Company L.L.C.	Delaware
Citizens Louisiana Accounting Company	Delaware
Citizens Newcom Company	Delaware
Citizens Newtel, LLC	Delaware
Citizens Pennsylvania Company LLC	Delaware
Citizens SERP Administration Company	Delaware
Citizens Telecommunications Company Of California Inc.	California
Citizens Telecommunications Company Of Idaho	Delaware
Citizens Telecommunications Company Of Illinois	Illinois
Citizens Telecommunications Company  Of Minnesota, LLC	Delaware
Citizens Telecommunications Company Of Montana	Delaware
Citizens Telecommunications Company Of Nebraska	Delaware
Citizens Telecommunications Company Of Nebraska LLC	Delaware
Citizens Telecommunications Company Of Nevada	Nevada
Citizens Telecommunications Company Of New York, Inc.	New York
Citizens Telecommunications Company Of Oregon	Delaware
Citizens Telecommunications Company Of Tennessee L.L.C.	Delaware
Citizens Telecommunications Company Of The White Mountains, Inc.	Delaware
Citizens Telecommunications Company Of Utah	Delaware
Citizens Telecommunications Company Of West Virginia	West Virginia
Citizens Telecom Services Company L.L.C.	Delaware
Citizens Utilities Capital L.P.	Delaware
Citizens Utilities Rural Company, Inc.	Delaware
Commonwealth Communication, LLC	Delaware
Commonwealth Telephone Company LLC	Pennsylvania
Commonwealth Telephone Enterprises LLC	Delaware
Commonwealth Telephone Enterprises LLC	Pennsylvania
Commonwealth Telephone Management Services, Inc.	Pennsylvania
CTE Holdings, Inc.	Pennsylvania
CTE Services, Inc.	Pennsylvania
CTE Telecom, LLC	Pennsylvania
CTSI, LLC	Pennsylvania
CU Capital LLC	Delaware
CU Wireless Company LLC	Delaware
Electric Lightwave NY, LLC	Delaware
Evans Telephone Holdings, Inc.	Delaware
Fairmount Cellular LLC	Georgia
Frontier ABC LLC	Delaware
Frontier California Inc.	California
Frontier Communications Corporate Services Inc.	Delaware

Frontier Communications Corporation	Delaware
Frontier Communications ILEC Holdings LLC	Delaware
Frontier Communications - Midland, Inc.	Illinois
Frontier Communications Northwest Inc.	Washington
Frontier Communications of America, Inc.	Delaware
Frontier Communications of Ausable Valley, Inc.	New York
Frontier Communications of Breezewood, LLC	Pennsylvania
Frontier Communications of Canton, LLC	Pennsylvania
Frontier Communications of Depue, Inc.	Illinois
Frontier Communications of Delaware, Inc.	Delaware
Frontier Communications of Georgia LLC	Georgia
Frontier Communications of Illinois, Inc.	Illinois
Frontier Communications of Indiana, LLC	Indiana
Frontier Communications of Iowa, LLC	Iowa
Frontier Communications of Lakeside, Inc.	Illinois
Frontier Communications of Lakewood, LLC	Pennsylvania
Frontier Communications of Michigan, Inc.	Michigan
Frontier Communications of Minnesota, Inc.	Minnesota
Frontier Communications of Mississippi LLC	Mississippi
Frontier Communications of Mt. Pulaski, Inc.	Illinois
Frontier Communications of New York, Inc.	New York
Frontier Communications of Orion, Inc.	Illinois
Frontier Communications of Oswayo River LLC	Pennsylvania
Frontier Communications of Pennsylvania, LLC	Pennsylvania
Frontier Communications of Rochester, Inc.	Delaware
Frontier Communications of Seneca-Gorham, Inc.	New York
Frontier Communications of Sylvan Lake, Inc.	New York
Frontier Communications of the Carolinas LLC	Delaware
Frontier Communications of The South, LLC	Alabama
Frontier Communications of The Southwest Inc.	Delaware
Frontier Communications of Thorntown, LLC	Indiana
Frontier Communications of Virginia, Inc.	Virginia
Frontier Communications of Wisconsin LLC	Wisconsin
Frontier Communications Online And Long Distance Inc.	Delaware
Frontier Communications - Prairie, Inc.	Illinois
Frontier Communications - Schuyler, Inc.	Illinois
Frontier Communications Services Inc.	Arizona
Frontier Directory Services Company, LLC	Delaware
Frontier Florida LLC	Florida
Frontier Infoservices Inc.	Delaware
Frontier Midstates Inc.	Georgia
Frontier Mobile LLC	Delaware
Frontier North Inc.	Wisconsin

Frontier Security Company	Delaware
Frontier Services Corp.	Connecticut
Frontier Southwest Incorporated	Delaware
Frontier Subsidiary Telco LLC	Delaware
Frontier Techserv, Inc.	Delaware
Frontier Telephone Of Rochester, Inc.	New York
Frontier West Virginia Inc.	West Virginia
Frontier Video Services Inc.	Delaware
GVN Services	California
Navajo Communications Co., Inc.	New Mexico
N C C Systems, Inc.	Texas
Newco West Holdings LLC	Delaware
Ogden Telephone Company	New York
Phone Trends, Inc.	New York
Rhinelander Telecommunications, LLC	Wisconsin
Rib Lake Cellular For Wisconsin RSA #3, Inc.	Wisconsin
Rib Lake Telecom, Inc.	Wisconsin
SNET America Inc.	Connecticut
TCI Equipment LLC	Delaware
The Southern New England Telephone Company	Connecticut
Total Communications, Inc.	Connecticut

EX-23

Exhibit 23

Consent of Independent Registered Public Accounting Firm

The Board of Directors
Frontier Communications Corporation:

We consent to the incorporation by reference in the registration statements Nos. 333-190613, 333-181299, 333-158391, 333-58044 and 333-203537 on Form S-3 and Nos. 333-188440, 333-159508, 333-151247, 333-151248, 333-151245, 333-142636, 333-91054, 333-71821, 333-71597, 333-71029, 333-61432, 33-54376, 33-48683, 33-42972, 333-203625, 333-211319 and 333-217845 on Form S-8 of Frontier Communications Corporation and subsidiaries of our reports dated February 28, 2018, with respect to the consolidated balance sheets of Frontier Communications Corporation as of December 31, 2017 and 2016, and the related consolidated statements of operations, comprehensive loss, equity, and cash flows for each of the years in the three-year period ended December 31, 2017, and the related notes (collectively, the “consolidated financial statements”), and the effectiveness of internal control over financial reporting as of December 31, 2017, which reports appear in the December 31, 2017 annual report on Form 10‑K of Frontier Communications Corporation.

/s/ KPMG LLP

Stamford, Connecticut
February 28, 2018

EX-31.1

Exhibit 31.1

CERTIFICATIONS

I, Daniel McCarthy, certify that:

    1.  I have reviewed this annual report on Form 10-K of Frontier Communications Corporation;

    2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

    3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

    4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

         a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

         b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

         c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

         d)  Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

    5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

         a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

         b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

1
Date:  February 28, 2018	/s/ Daniel McCarthy
	Daniel McCarthy
	President and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATIONS

I, R. Perley McBride, certify that:

    1.  I have reviewed this annual report on Form 10-K of Frontier Communications Corporation;

    2. Based on my knowledge, this report does not contain any untrue statementof a material fact or omit to state a material fact necessary to make thestatements made, in light of the circumstances under which such statements weremade, not misleading with respect to the period covered by this report;

    3. Based on my knowledge, the financial statements, and other financialinformation included in this report, fairly present in all material respects thefinancial condition, results of operations and cash flows of the registrant asof, and for, the periods presented in this report;

    4. The registrant's other certifying officer and I are responsible forestablishing and maintaining disclosure controls and procedures (as defined inExchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financialreporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for theregistrant and have:

         a) Designed such disclosure controls and procedures, or caused suchdisclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

         b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

         c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

         d)  Disclosed in this report any change in the registrant's internalcontrol over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

    5. The registrant's other certifying officer and I have disclosed, based onour most recent evaluation of internal control over financial reporting, to theregistrant's auditors and the audit committee of the registrant's board ofdirectors (or persons performing the equivalent functions):

         a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

         b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date:  February 28, 2018	/s/ R. Perley McBride
	R. Perley McBride
	Executive Vice President and Chief Financial Officer

EX-32

Exhibit 32

CERTIFICATIONS PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of Frontier Communications Corporation (the "Company") on Form 10-K for the period ended December 31, 2017 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), we,  Daniel McCarthy,  President and Chief Executive Officer and R. Perley McBride, Executive Vice President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C.  Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

    (1)  The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

    (2)  The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Daniel McCarthy	/s/ R. Perley McBride
Daniel McCarthy	R. Perley McBride
President and Chief Executive Officer	Executive Vice President and Chief Financial Officer
February 28, 2018	February 28, 2018

This certification is made solely for purpose of 18 U.S.C. Section 1350, subject to the knowledge standard contained therein, and not for any other purpose.

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signatures that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to Frontier Communications Corporation and will be retained by Frontier Communications Corporation and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Document and Entity Information - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Feb. 10, 2018	Jun. 30, 2017
Document and Entity Information [Abstract]
Entity Registrant Name	FRONTIER COMMUNICATIONS CORP
Entity Central Index Key	0000020520
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Public Float			$ 1,358,686
Entity Common Stock, Shares Outstanding		78,408,000
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	FY
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2017
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	Yes

XML

Consolidated Balance Sheets - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 362	$ 522
Accounts receivable, less allowances of $69 and $131, respectively	819	938
Prepaid expenses	78	88
Income taxes and other current assets	64	108
Total current assets	1,323	1,656
Property, plant and equipment, net	14,377	14,902
Goodwill, net	7,024	9,674
Other intangibles, net	2,063	2,662
Other assets	97	119
Total assets	24,884	29,013
Current liabilities:
Long-term debt due within one year	656	363
Accounts payable	564	698
Advanced billings	270	301
Accrued content costs	102	164
Accrued other taxes	156	134
Accrued interest	401	437
Pension and other postretirement benefits	29	23
Other current liabilities	330	324
Total current liabilities	2,508	2,444
Deferred income taxes	1,139	2,516
Pension and other postretirement benefits	1,676	1,602
Other liabilities	317	372
Long-term debt	16,970	17,560
Equity:
Preferred stock, $0.01 par value (50,000 authorized shares, 11.125%, Series A, 19,250 shares issued and outstanding)
Common stock, $0.25 par value (175,000 authorized shares, 79,532 issued, and 78,441 and 78,170 outstanding, at December 31, 2017 and 2016, respectively)	20	20
Additional paid-in capital	5,034	5,561
Accumulated deficit	(2,263)	(460)
Accumulated other comprehensive loss, net of tax	(366)	(387)
Treasury common stock	(151)	(215)
Total equity	2,274	4,519
Total liabilities and equity	$ 24,884	$ 29,013

XML

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Consolidated Balance Sheets [Abstract]
Allowances for accounts receivable, current	$ 69	$ 131
Preferred Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Preferred Stock, Shares Authorized	50,000,000	50,000,000
Preferred Stock, Dividend Rate, Percentage	11.125%	11.125%
Preferred Stock, Shares Issued	19,250,000	19,250,000
Preferred Stock, Shares Outstanding	19,250,000	19,250,000
Common stock, par value (in dollars per share)	$ 0.25	$ 0.25
Common stock, shares authorized (in shares)	175,000,000	175,000,000
Common stock, shares outstanding (in shares)	78,441,000	78,170,000
Common stock, shares issued (in shares)	79,532,000	79,532,000

XML

Consolidated Statements Of Operations - USD ($) shares in Thousands, $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Consolidated Statements Of Operations [Abstract]
Revenue	$ 9,128	$ 8,896	$ 5,576
Operating expenses:
Network access expenses	1,597	1,470	640
Network related expenses	1,959	1,887	1,287
Selling, general and administrative expenses	2,018	2,093	1,346
Depreciation and amortization	2,184	2,031	1,320
Goodwill impairment	2,748
Acquisition and integration costs	25	436	236
Pension settlement costs	83
Restructuring costs and other charges	82	91	2
Total operating expenses	10,696	8,008	4,831
Operating income (loss)	(1,568)	888	745
Investment and other income, net	3	27	7
Loss on early extinguishment of debt and debt exchanges	88	7
Interest expense	1,534	1,531	1,113
Loss before income taxes	(3,187)	(623)	(361)
Income tax benefit	(1,383)	(250)	(165)
Net loss	(1,804)	(373)	(196)
Less: Dividends on preferred stock	214	214	120
Net loss attributable to Frontier common shareholders	$ (2,018)	$ (587)	$ (316)
Basic net loss per share attributable to common shareholders of Frontier (in dollars per share)	$ (25.99)	$ (7.61)	$ (4.41)
Diluted net loss per share attributable to Frontier common shareholders	$ (25.99)	$ (7.61)	$ (4.41)
Total weighted average shares outstanding - basic	77,736	77,607	72,308
Total weighted average shares outstanding - diluted	77,736	77,607	72,308

XML

Consolidated Statements Of Comprehensive Loss - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Consolidated Statements Of Comprehensive Loss [Abstract]
Net loss	$ (1,804)	$ (373)	$ (196)
Other comprehensive income (loss), net of tax	21	(34)	51
Comprehensive loss	$ (1,783)	$ (407)	$ (145)

XML

Consolidated Statements Of Equity - USD ($) $ in Millions	Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings (Accumulated Deficit) [Member]	Accumulated Other Comprehensive Loss [Member]	Treasury Common Stock [Member]	Total
Balance, beginning at Dec. 31, 2014		$ 17	$ 4,230	$ 109	$ (404)	$ (294)	$ 3,658
Balance (in shares) at Dec. 31, 2014		68,532,000				(1,701,000)
Issuance of stock (in shares)	19,250,000	11,000,000
Issuance of common stock		$ 3	796				799
Issuance of preferred stock			1,866				1,866
Stock plans			(4)			$ 16	12
Stock plans (in shares)						49,000
Dividends on common stock			(456)				(456)
Dividends on preferred stock			(120)				(120)
Net loss				(196)			(196)
Other comprehensive income (loss), net of tax					51		51
Preferred Stock Balance (in shares) at Dec. 31, 2015	19,250,000
Balance, ending at Dec. 31, 2015		$ 20	6,312	(87)	(353)	$ (278)	5,614
Balance (in shares) at Dec. 31, 2015		79,532,000				(1,652,000)
Stock plans			(44)			$ 63	19
Stock plans (in shares)						290,000
Dividends on common stock			(493)				(493)
Dividends on preferred stock			(214)				(214)
Net loss				(373)			(373)
Other comprehensive income (loss), net of tax					(34)		$ (34)
Preferred Stock Balance (in shares) at Dec. 31, 2016	19,250,000						19,250,000
Balance, ending at Dec. 31, 2016		$ 20	5,561	(460)	(387)	$ (215)	$ 4,519
Balance (in shares) at Dec. 31, 2016		79,532,000				(1,362,000)	78,170,000
Cumulative-effect adjustment from adoption of ASU 2016-09				1			$ 1
Stock plans			(47)			$ 64	17
Stock plans (in shares)						271,000
Dividends on common stock			(266)				(266)
Dividends on preferred stock			(214)				(214)
Net loss				(1,804)			(1,804)
Other comprehensive income (loss), net of tax					21		$ 21
Preferred Stock Balance (in shares) at Dec. 31, 2017	19,250,000						19,250,000
Balance, ending at Dec. 31, 2017		$ 20	$ 5,034	$ (2,263)	$ (366)	$ (151)	$ 2,274
Balance (in shares) at Dec. 31, 2017		79,532,000				(1,091,000)	78,441,000

XML

Consolidated Statements Of Cash Flows - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Cash flows provided from (used by) operating activities:
Net loss	$ (1,804)	$ (373)	$ (196)
Adjustments to reconcile net loss to net cash provided from operating activities:
Depreciation and amortization	2,184	2,031	1,320
Loss on early extinguishment of debt and debt exchanges	88	7
Pension settlement costs	83
Pension/OPEB costs	17	79	10
Special Termination Benefits	5	26
Stock based compensation expense	14	24	27
Amortization of deferred financing costs	33	46	191
Other adjustments	(14)	(12)
Deferred income taxes	(1,385)	(206)	(167)
Goodwill impairment	2,748
Change in accounts receivable	122	(19)	62
Change in accounts payable and other liabilities	(315)	(12)	116
Change in prepaid expenses, income taxes and other current assets	74	85	(48)
Net cash provided from operating activities	1,850	1,676	1,315
Cash flows provided from (used by) investing activities:
Cash paid for CTF acquisition		(9,871)
Capital expenditures - Business operations	(1,154)	(1,259)	(710)
Capital expenditures - Integration activities	(34)	(142)	(153)
Network expansion funded by Connect America Fund - Phase I			(22)
Proceeds on sale of assets	110	8	22
Cash paid for an acquisition, net of cash acquired			(17)
Other	24	5	2
Net cash used by investing activities	(1,054)	(11,259)	(878)
Cash flows provided from (used by) financing activities:
Long-term debt payments	(1,811)	(453)	(298)
Proceeds from long-term debt borrowings	1,500	1,940	6,603
Financing costs paid	(15)	(39)	(119)
Proceeds from issuance of common stock, net			799
Proceeds from issuance of preferred stock, net			1,866
Dividends paid on common stock	(266)	(493)	(456)
Dividends paid on preferred stock	(214)	(214)	(120)
Premium paid to retire debt	(86)
Capital lease obligation payments	(42)	(8)
Other	(8)	(8)	(14)
Net cash provided from (used by) financing activities	(942)	725	8,261
Increase/(Decrease) in cash, cash equivalents and restricted cash	(146)	(8,858)	8,698
Cash, cash equivalents and restricted cash at January 1,	522	9,380	682
Cash, cash equivalents and restricted cash at December 31,	376	522	9,380
Cash paid (received) during the period for:
Interest	1,548	1,467	728
Income taxes(refunds), net	(51)	(120)	28
Non-cash investing and financing activities:
Financing obligation for contribution of real property to pension plan		15
Reduction of pension obligation		15
Increase (decrease) in capital expenditures due to change in accounts payable	50	(60)	$ (56)
Capital lease obligations	$ 17	$ 111

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Description Of Business And Summary Of Significant Accounting Policies

12 Months Ended

Dec. 31, 2017

Description Of Business And Summary Of Significant Accounting Policies [Abstract]

Description of Business and Summary of Significant Accounting Policies

(1)   Description of Business and Summary of Significant Accounting Policies:

(a)  Description of Business:

Frontier Communications Corporation (Frontier) is the fourth largest Incumbent Local Exchange Carrier (ILEC) in the United States, with approximately 4.9 million customers, 3.9 million broadband subscribers and 22,700 employees, operating in 29 states. Frontier was incorporated in 1935, originally under the name of Citizens Utilities Company and was known as Citizens Communications Company until July 31, 2008. Frontier and its subsidiaries are referred to as “we,” “us,” “our,” “Frontier,” or the “Company” in this report.

Effective April 1, 2016, Frontier’s scope of operations and balance sheet changed materially as a result of the completion of the CTF Acquisition, as described in Note 3 - Acquisitions. Historical financial data presented for Frontier is not indicative of the future financial position or operating results for Frontier, and includes the results of the CTF Operations, as defined in Note 3 – Acquisitions, from the date of acquisition on April 1, 2016.

(b)  Basis of Presentation and Use of Estimates:

Our consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP). Certain reclassifications of amounts previously reported have been made to conform to the current presentation. All significant intercompany balances and transactions have been eliminated in consolidation.

For our financial statements as of and for the period ended December 31, 2017, we evaluated subsequent events and transactions for potential recognition or disclosure through the date that we filed this Form 10-K with the Securities and Exchange Commission (SEC).

The preparation of our financial statements in conformity with GAAP requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities at the date of the financial statements, (ii) the disclosure of contingent assets and liabilities, and (iii) the reported amounts of revenue and expenses during the reporting period. Actual results may differ from those estimates. Estimates and judgments are used when accounting for the allowance for doubtful accounts, asset impairments, indefinite-lived intangibles, depreciation and amortization, income taxes, business combinations, and pension and other postretirement benefits, among others.

On July 10, 2017, we effected a one for fifteen reverse stock split of our common stock. The reverse stock split reduced the number of common shares issued (which includes outstanding shares and treasury shares) from approximately 1,193,000,000 shares to 80,000,000 shares, and reduced shares outstanding from 1,178,000,000 shares to 79,000,000 shares. In addition, and at the same time, the total number of shares of common stock that Frontier is authorized to issue changed from 1,750,000,000 shares to 175,000,000 shares. There was no change in the par value of the common stock, and no fractional shares were issued. All share and per share amounts in the financial statements and footnotes have been retroactively adjusted for all periods presented to give effect to the reverse stock split. As a result of our reverse stock split the conversion rates of our Series A Preferred Stock were proportionately adjusted.

(c)  Cash Equivalents:

We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents. Restricted cash of $14 million is included within “Income taxes and other current assets” on our consolidated balance sheet as of December 31, 2017.  This amount represents funds held as collateral by certain insurance carriers, of which $7 million was released in January 2018, and the remainder expected to be released in the first quarter of 2018.

(d)  Revenue Recognition:

Revenue is recognized when services are provided or when products are delivered to customers. Revenue that is billed in advance includes monthly recurring network access services (including data services), special access services and monthly recurring voice, video and related charges. The unearned portion of these fees is initially deferred as a component of “Advanced billings” on our consolidated balance sheet and recognized as revenue over the period that the services are provided. Revenue that is billed in arrears includes non-recurring network access services (including data services), switched access services and non-recurring voice and video services. The earned but unbilled portion of these fees is recognized as revenue in our consolidated statements of operations and accrued in “Accounts Receivable” on our consolidated balance sheet in the period that the services are provided. Excise taxes are recognized as a liability when billed. Installation fees and their related direct and incremental costs are initially deferred and recognized as revenue and expense over the average term of a customer relationship. We recognize as current period expense the portion of installation costs that exceeds installation fee revenue.

Frontier collects various taxes from its customers and subsequently remits these taxes to governmental authorities. Substantially all of these taxes are recorded through the consolidated balance sheet and presented on a net basis in our consolidated statements of operations. We also collect Universal Service Fund (USF) surcharges from customers (primarily federal USF) that we have recorded on a gross basis in our consolidated statements of operations and included within “Revenue” and “Network related expenses” of $216 million, $217 million and $151 million for the years ended December 31, 2017, 2016 and 2015, respectively.

In 2015 we accepted the FCC’s Connect America Fund (CAF) Phase II offer of support, which is a successor to and augments the USF frozen high cost support that we had been receiving pursuant to a 2011 FCC order. Upon completion of the CTF Acquisition, Frontier assumed the CAF Phase II support and related obligations that Verizon had previously accepted with regard to California and Texas. CAF Phase II funding is a program intended to subsidize the high cost of establishing and delivering communications services to certain unserved or underserved areas. We are recognizing these subsidies into revenue on a straight line basis, which is consistent with how the costs related to these subsidies are being and are expected to be incurred. CAF Phase II is a multi-year program which requires us to deploy broadband to a specified number of households in each of the states where funding was accepted. Failure to meet our deployment obligations at the end of the program in 2020 will result in a return of a portion of the funding received. We regularly evaluate our ability to meet our broadband deployment obligations and adjust revenue accordingly.

We categorize our products, services and other revenues among the following five categories:

·   Data and Internet services include broadband services for consumer and commercial customers. We provide data transmission services to high volume commercial customers and other carriers with dedicated high capacity circuits (“nonswitched access”) including services to wireless providers (“wireless backhaul”);

·   Voice services include traditional local and long-distance wireline services, Voice over Internet Protocol (VoIP) services, as well as a number of unified messaging services offered to our consumer and commercial customers. Voice services also include the long-distance voice origination and termination services that we provide to our commercial customers and other carriers;

·   Video services include revenues generated from services provided directly to consumer customers through the FiOS® and Vantage video brands, and through DISH® satellite TV services;

·   Other customer revenue includes sales of customer premise equipment to our commercial customers and directory services, less our provision for bad debts; and

·   Switched Access and Subsidy revenues include revenues derived from allowing other carriers to use our network to originate and/or terminate their local and long-distance voice traffic (“switched access”). These services are primarily billed on a minutes-of-use basis applying tariffed rates filed with the FCC or state agencies. We also receive cost subsidies from state and federal authorities, including the Connect America Fund Phase II.

The following table provides a summary of revenues from external customers by the categories of Frontier’s products and services:

	For the year ended December 31,
($ in millions)	2017		2016		2015
Data and Internet services	$	3,862	$	3,693	$	2,337
Voice services		2,864		2,886		2,022
Video services		1,304		1,244		285
Other		322		276		255
Customer revenue		8,352		8,099		4,899
Switched access and subsidy		776		797		677
Total revenue	$	9,128	$	8,896	$	5,576

(e)  Property, Plant and Equipment:  

Property, plant and equipment are stated at original cost, including capitalized interest, or fair market value as of the date of acquisition for acquired properties. Maintenance and repairs are charged to operating expenses as incurred. The gross book value of routine property, plant and equipment retirements is charged against accumulated depreciation.

(f)Goodwill and Other Intangibles:

Goodwill represents the excess of purchase price over the fair value of identifiable tangible and intangible net assets acquired. We undertake studies to determine the fair values of assets and liabilities acquired and allocate purchase prices to assets and liabilities, including property, plant and equipment, goodwill and other identifiable intangibles. We examine the carrying value of our goodwill and trade name annually as of December 31, or more frequently, as circumstances warrant, to determine whether there are any impairment losses. We test for goodwill impairment at the “operating segment” level, as that term is defined in GAAP. 

We determined that we have one operating segment based on a number of factors that our management uses to evaluate and run our business operations, including similarities of customers, products and technology. We tested goodwill for impairment as of December 31, 2017 as a result of the continued decline in share price of our common stock since September 30, 2017, the date of our last goodwill impairment test. Refer to Note 6 for a discussion of our goodwill impairment testing and results as of December 31, 2017. As stated in Note 2, we early adopted ASU No. 2017-04, “Simplifying the Test for Goodwill Impairment” during 2017 in conjunction with our goodwill impairment assessment.

Frontier amortizes finite-lived intangible assets over their estimated useful lives on the accelerated method of sum of the years digits. We review such intangible assets at least annually as of December 31 to assess whether any potential impairment exists and whether factors exist that would necessitate a change in useful life and a different amortization period.

(g)  Impairment of Long-Lived Assets and Long-Lived Assets to Be Disposed Of:

We review long-lived assets to be held and used, including customer lists, and long-lived assets to be disposed of for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured by comparing the carrying amount of the asset to the future undiscounted net cash flows expected to be generated by the asset. Recoverability of assets held for sale is measured by comparing the carrying amount of the assets to their estimated fair market value. If any assets are considered to be impaired, the impairment is measured by the amount by which the carrying amount of the assets exceeds the estimated fair value. Also, we periodically reassess the useful lives of our tangible and intangible assets to determine whether any changes are required.

(h)  Income Taxes and Deferred Income Taxes:  

We file a consolidated federal income tax return. We utilize the asset and liability method of accounting for income taxes. Under the asset and liability method, deferred income taxes are recorded for the tax effect of temporary differences between the financial statement basis and the tax basis of assets and liabilities using tax rates expected to be in effect when the temporary differences are expected to reverse.

(i)   Stock Plans:

We have various stock-based compensation plans. Awards under these plans are granted to eligible employees and directors. Awards may be made in the form of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units or other stock-based awards, including awards with performance, market and time-vesting conditions. Our general policy is to issue shares from treasury upon the grant of restricted shares, earning of performance shares and the exercise of options.

The compensation cost recognized is based on awards ultimately expected to vest. GAAP requires forfeitures to be estimated and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates.

(j) Net Loss Per Share Attributable to Frontier Common Shareholders:

Basic net loss per common share is computed using the weighted average number of common shares outstanding during the period being reported on, excluding unvested restricted stock awards. The impact of dividends paid on unvested restricted stock awards have been deducted in the determination of basic and diluted net income (loss) per share attributable to Frontier common shareholders. Except when the effect would be antidilutive, diluted net income per common share reflects the dilutive effect of certain common stock equivalents, as described further in Note 13 – Net Loss Per Common Share.

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Recent Accounting Pronouncements

12 Months Ended

Dec. 31, 2017

Recent Accounting Pronouncements [Abstract]

Recent Accounting Pronouncements

(2)  Recent Accounting Pronouncements:

Recent Accounting Pronouncements Not Yet Adopted

Revenue Recognition

In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, “Revenue from Contracts with Customers.” This standard, along with its related amendments, requires companies to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which they expect to be entitled in exchange for those goods or services. This new standard will be adopted by Frontier for annual and interim reporting periods beginning with the first quarter of 2018.

The FASB allows two adoption methods under ASC 606. Companies are permitted to either apply the requirements retrospectively to all prior periods presented, or apply the requirements in the year of adoption, through a cumulative adjustment. We currently plan to adopt the standard in the first quarter of 2018, using the “modified retrospective method.” Under that method, we will apply the rules to all contracts existing as of January 1, 2018, recognizing, in beginning retained earnings, a cumulative-effect adjustment to include the establishment of contract asset and contract liability accounts with a corresponding adjustment to retained earnings. We will also provide additional disclosures comparing revenue recognized under ASC 606 to revenue as reported prior to the adoption of the standard.

The key changes in the standard that impact our revenue recognition relate to the allocation of contract revenues among various services and equipment, and the timing of when those revenues are recognized. Additionally, the new standard will impact the timing of recognizing costs to obtain contracts. This includes a change in our existing policy related to the way we account for the allocation of discounts, customer incentives, upfront non-recurring charges, customer disputes and commission payments.  

We are implementing changes to our systems, processes, policies and internal controls to meet the standard’s reporting and disclosure requirements. We believe the changes will impact service revenue categorization as well as Selling, general and administrative expenses, however, we do not anticipate its impact will be material to operating income.

Leases

In February 2016, the FASB issued ASU No. 2016 – 02, “Leases (Topic 842).” This standard, along with its related amendments, establishes the principles to report transparent and economically neutral information about the assets and liabilities that arise from leases. Upon implementation, lessees will need to recognize almost all leases on their balance sheet as a right-of-use asset and a lease liability. It will be critical to identify leases embedded in a contract to avoid misstating the lessee’s balance sheet. The income statement impacts of the leases will depend on the nature of the leasing arrangement and will be similar to existing accounting for operating and capital leases. Classification will be based on criteria that are largely similar to those applied in current lease accounting, but without explicit bright lines. Lessor accounting is similar to the current model, but updated to align with certain changes to the lessee model and the new revenue recognition standard. Existing sale-leaseback guidance, including guidance for real estate, is replaced with a new model applicable to both lessees and lessors. The new guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years using modified retrospective application. Early application is permitted.  Frontier is in the initial stages of evaluating the potential impact this new standard may have on the consolidated financial statements.

Compensation – Retirement Benefits

In March 2017, the FASB issued ASU No. 2017-07, “Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost”. This standard was established to improve the presentation of net periodic pension cost and net periodic postretirement benefit cost by requiring that an employer disaggregate the service cost component of periodic benefit cost from the other components of net benefit cost. The amendments in the update also provide explicit guidance on how to present the service cost component and other components of net benefit cost in the income statement and allow only the service cost components of net benefit cost to be eligible for capitalization. The new guidance is effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods and requires the presentation of the income statement to be applied retrospectively. As a result of the standard, pension settlement costs and certain benefit costs which are currently included in operating expense, would be reported as other non-operating expense and will no longer be capitalized. This will have a material impact on previously reported operating income and may have a material impact to operating income in future periods, however, the impact to pre-tax income is not expected to be material.

Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income

In February 2018, FASB issued ASU 2018-02, which allows for the reclassification of certain income tax effects related to the Tax Cuts and Jobs Act (the “Tax Act”) between “Accumulated other comprehensive income” and “Retained earnings.” This ASU relates to the requirement that adjustments to deferred tax liabilities and assets related to a change in tax laws or rates to be included in “Income from continuing operations”, even in situations where the related items were originally recognized in “Other comprehensive income” (rather than in “Income from continuing operations”). The amendments in this ASU are effective for all entities for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years, with early adoption permitted. Adoption of this ASU is to be applied either in the period of adoption or retrospectively to each period in which the effect of the change in the tax laws or rates were recognized. We are still evaluating certain aspects of this ASU as well as the related impacts it may have on our financial statements.

Recently Adopted Accounting Pronouncements

Share-Based Payments - Scope of Modification Accounting

In May 2017, the FASB issued ASU No. 2017-09, Scope of Modification Accounting which amends the scope of modification accounting for share-based payment arrangements. This standard provides guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required to apply modification accounting under ASC 718. Specifically, an entity would not apply modification accounting if the fair value, vesting conditions, and classification of the awards are the same immediately before and after the modification. The new guidance is effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods and early adoption is permitted including in any interim period. Frontier has adopted this standard during the second quarter 2017, with no impact to our share-based payment awards.

Intangibles – Goodwill

In January 2017, the FASB issued ASU No. 2017-04, “Simplifying the Test for Goodwill Impairment.” This standard was established to simplify how an entity is required to test goodwill for impairment by eliminating Step 2from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. Under the amendments in this Update, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Additionally, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. The FASB also eliminated the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and, if it fails that qualitative test, to perform Step 2 of the goodwill impairment test. Therefore, the same impairment assessment applies to all reporting units. An entity is required to disclose the amount of goodwill allocated to each reporting unit with a zero or negative carrying amount of net assets. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. Frontier early adopted this standard during in 2017 in conjunction with our goodwill impairment assessment. See Note 1 and Note 6 for further discussion.

Compensation – Stock Compensation

In March 2016, the FASB issued ASU No. 2016-09, “Improvements to Employee Share-Based Payment Accounting,” to amend ASC Topic 718, “Compensation – Stock Compensation.” The ASU is part of the FASB’s ongoing simplification initiative, which is designed to reduce cost and complexity while maintaining or improving the usefulness of the information provided to the users of financial statements. The simplifications address a variety of areas for public entities, including the following: 1) accounting for income taxes, 2) classification of excess tax benefits on the statement of cash flows, 3) forfeitures, 4) minimum statutory tax withholding requirements, 5) classifications of employee taxes paid on the statement of cash flows when an employer withholds shares for tax withholding purposes, and 6) classification of awards with repurchase features. This guidance was effective for Frontier as of the third quarter of 2017. During the year ended December 31, 2017 Frontier recognized $1 million of income tax expense and recorded a cumulative effect adjustment to beginning accumulated deficit of $1 million to recognize all unrecognized deferred tax benefits recorded as of January 1, 2017. For the years ended December 31, 2016 and 2015, Frontier reclassified $10 million and $14 million, respectively, of taxes paid on behalf of employees related to shares withheld from “Cash flows provided from (used by) operations” to “Cash flows used by financing activities” in accordance with the new standard.

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Acquisitions

12 Months Ended

Dec. 31, 2017

Acquisitions [Abstract]

Acquisitions

(3)   Acquisitions:

The CTF Acquisition

On April 1, 2016, Frontier acquired the wireline operations of Verizon Communications, Inc. in California, Texas and Florida for a purchase price of $10,540 million in cash and assumed debt (the CTF Acquisition), pursuant to the February 5, 2015 Securities Purchase Agreement, as amended. In addition, Frontier and Verizon settled the working capital and net debt adjustments with $15 million paid to Frontier in October 2016. As a result of the CTF Acquisition, Frontier now operates these former Verizon properties, which included approximately 2.5 million total customers, 2.1 million broadband subscribers, and 1.2 million FiOS video subscribers as of April 1, 2016 (the CTF Operations).

Our consolidated statement of operations for the year ended December 31, 2016 includes $3,622 million of revenue and $582 million of operating income related to the nine months of operating results of the CTF Operations since April 1, 2016.

The allocation of the purchase price presented below, which was finalized as of March 31, 2017, represents the effect of recording the estimates of the fair value of assets acquired and liabilities assumed as of the date of the CTF Acquisition, based on the total transaction cash consideration of $9,871 million at December 31, 2017.

($ in millions)
Current assets	$	353
Property, plant & equipment		6,096
Goodwill		2,606
Other intangibles - primarily customer base		2,262
Current liabilities		(579)
Long-term debt		(544)
Other liabilities		(323)
Total net assets acquired	$	9,871

The fair value estimates related to the allocation of the purchase price to Other intangibles were revised and updated during the first quarter of 2017 from the previous estimates as of December 31, 2016. The allocation that was reported as of December 31, 2016 for Other intangibles increased $100 million, from $2,162 million to $2,262 million. These measurement period adjustments resulted in $20 million of amortization expense during the first quarter of 2017 that would have been recorded in 2016 if the adjustments had been recognized as of the acquisition date. Other adjustments to the allocation of the purchase price for the CTF Acquisition during the first quarter of 2017 resulted in a $140 million decrease in Property, plant & equipment, a $61 million increase in Current liabilities, and a $98 million increase in Goodwill.

The total consideration exceeded the net estimated fair value of the assets acquired and liabilities assumed by $2,606 million, which we recognized as goodwill. This goodwill is attributable to strategic benefits, including enhanced financial and operational scale, market diversification and leveraged combined networks that we expect to realize. This amount of goodwill associated with the CTF Acquisition will be deductible for income tax purposes.

The following unaudited pro forma financial information presents the combined results of operations of Frontier and the CTF Operations as if the CTF Acquisition had occurred as of January 1, 2015. The pro forma information is not necessarily indicative of what the financial position or results of operations actually would have been had the CTF Acquisition been completed as of January 1, 2015. In addition, the unaudited pro forma financial information is not indicative of, nor does it purport to project, the future financial position or operating results of Frontier. The unaudited pro forma financial information excludes acquisition and integration costs and does not give effect to any estimated and potential cost savings or other operating efficiencies that may result from the CTF Acquisition.

		(Unaudited)
		For the year ended December 31,
($ in millions, except per share amounts)		2016		2015
Revenue	$	10,255	$	11,157
Operating income	$	1,433	$	1,529
Net loss attributable to Frontier
common shareholders	$	(262)	$	(192)
Basic and diluted net loss per
share attributable to Frontier
common shareholders	$	(3.38)	$	(2.66)

The Connecticut Acquisition

On October 24, 2014, Frontier acquired the wireline properties of AT&T Inc. (AT&T) in Connecticut (the Connecticut Acquisition) for a purchase price of $2,018 million in cash, pursuant to the stock purchase agreement dated December 16, 2013, as amended. Following the Connecticut Acquisition, Frontier now owns and operates the wireline business and fiber optic network servicing consumer, commercial and wholesale customers in Connecticut. Frontier also acquired the AT&T U-verse® video (Vantage) and DISH® satellite TV customers in Connecticut.

Acquisition and Integration Costs

Acquisition costs include legal, financial advisory, accounting, regulatory and other related costs. Integration costs include expenses that are incremental and directly related to the acquisition, and were incurred to integrate the network and information technology platforms and to enable other integration initiatives.

Frontier incurred operating expenses related to the CTF Acquisition and the Connecticut Acquisition, as follows:

	For the year ended December 31,
($ in millions)	2017		2016		2015
Acquisition costs:
CTF Acquisition	$	-	$	23	$	44
Connecticut Acquisition		-		-		1
		-		23		45
Integration costs:
CTF Acquisition		25		412		152
Connecticut Acquisition		-		1		39
		25		413		191
Total acquisition and
integration costs	$	25	$	436	$	236

We also invested $34 million,$142 million, and $129 million in capital expenditures related to the CTF Acquisition during the years ended December 31, 2017, 2016, and 2015, respectively. In connection with the Connecticut Acquisition, Frontier invested $24 million in capital expenditures during the year ended December 31, 2015.

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Accounts Receivable

12 Months Ended

Dec. 31, 2017

Accounts Receivable [Abstract]

Accounts Receivable

(4)  Accounts Receivable:

The components of accounts receivable, net at December 31, 2017 and 2016 are as follows:

($ in millions)	2017		2016
Retail and Wholesale	$	801	$	979
Other		87		90
Less: Allowance for doubtful accounts		(69)		(131)
Accounts receivable, net	$	819	$	938

An analysis of the activity in the allowance for doubtful accounts for the years ended December 31, 2017, 2016 and 2015 is as follows:

($ in millions)	Balance at beginning of Period		Charged to Other Revenue		Charged (Credited) to Switched and Nonswitched Revenue and Other Accounts		Write-offs, net of Recoveries		Balance at end of Period
2015	$	72	$	67	$	(17)	$	(65)	$	57
2016	$	57	$	164	$	15	$	(105)	$	131
2017	$	131	$	109	$	(22)	$	(149)	$	69

We maintain an allowance for doubtful accounts based on our estimate of our ability to collect accounts receivable. The provision for uncollectible amounts was $87 million, $179million, and $50 million for the years ended December 31, 2017, 2016 and 2015, respectively. Our allowance for doubtful accounts increased in 2016 primarily as a result of the customer account balances related to CTF Operations subsequent to the CTF Acquisition.  Our allowance for doubtful accounts decreased during 2017 primarily as a result of resolutions of carrier disputes and increased collection efforts on delinquent balances in both our CTF and Legacy markets. Resolutions reached with carriers resulted in a reduction of our reserves of $39 million in 2017.

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Property, Plant And Equipment

12 Months Ended

Dec. 31, 2017

Property, Plant And Equipment [Abstract]

Property, Plant And Equipment

(5)  Property, Plant and Equipment:

Property, plant and equipment, net at December 31, 2017 and 2016 are as follows:

($ in millions)	Estimated Useful Lives	2017		2016
Land	N/A	$	231	$	235
Buildings and leasehold improvements	41 years		2,282		2,320
General support	5 to 17 years		1,570		1,502
Central office/electronic circuit equipment	5 to 18 years		8,137		7,683
Poles	30 years		1,095		995
Cable, fiber and wire	15 to 25 years		10,997		10,292
Conduit	55 years		1,646		1,611
Construction work in progress			538		903
Property, plant and equipment			26,496		25,541
Less: Accumulated depreciation			(12,119)		(10,639)
Property, plant and equipment, net		$	14,377	$	14,902

Property, plant, and equipment includes approximately $171 million and $154 million of fixed assets recognized under capital leases as of December 31, 2017 and 2016, respectively.

In 2017, we sold certain properties, generating $102 million in net proceeds, of which $97 million relates to property subject to leasebacks. For these properties, we have deferred $66 million in related gains that will be amortized over the related lease terms of two years. For year ended December 31, 2017, amortization of these deferred gains totaled $23 million, which are included in “Selling, general and administrative expenses” on our consolidated income statement. We have remaining deferred gain balances of $43 million, which are included in “Other liabilities.”

Depreciation expense is principally based on the composite group method. Depreciation expense was as follows:

	For the Year Ended
($ in millions)	2017		2016		2015
Depreciation expense	$	1,485	$	1,388	$	983

We adopted new estimated remaining useful lives for certain plant assets as of October 1, 2017, as a result of an annual independent study of the estimated remaining useful lives of our plant assets, with an insignificant impact to depreciation expense.

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Goodwill And Other Intangibles

12 Months Ended

Dec. 31, 2017

Goodwill And Other Intangibles [Abstract]

Goodwill And Other Intangibles

(6)  Goodwill and Other Intangibles:

The changes in the carrying amount of goodwill, net for the years ended December 31, 2017 and 2016 were as follows:

($ in millions)	Goodwill
Balance at January 1, 2016	$	7,166
CTF Acquisition (Note 3)		2,508
Balance at December 31, 2016		9,674
CTF Acquisition adjustment		98
Goodwill impairment		(2,748)
Balance at December 31, 2017	$	7,024

Accumulated goodwill impairment charges were $2,788 million and $40 million as of December 31, 2017 and 2016, respectively.

We are required to perform impairment tests related to our goodwill annually, which we perform as of December 31, or sooner if an indicator of impairment occurs. Due to the continued decline in our stock price we had triggering events in each of the four quarters in 2017.

We use a market multiples approach to determine fair value. Marketplace company comparisons and analyst reports within the wireline telecommunications industry have historically supported a range of fair values of multiples between 4.4x and 6.5x annualized EBITDA (defined as operating income, net of acquisition and integration costs, pension/OPEB expense, pension settlement costs, stock-based compensation expense, goodwill impairment, storm-related costs, and restructuring costs and other charges, as well as depreciation and amortization). We estimated the enterprise fair value using a multiple of 5.8x EBITDA for the first three quarters in 2017 and a multiple of 5.5x EBITDA for the fourth quarter evaluation.

Our second and fourth quarter quantitative assessments indicated that the carrying value of the enterprise exceeded its fair value and, therefore, an impairment existed.  We elected to early adopt the simplified goodwill testing method under ASU 2017-04, recording goodwill impairments totaling $2,748 million for 2017.  The driver for the impairment in the second quarter was a reduction in our profitability and utilized EBITDA estimate, which when applied to our market multiple resulted in a lower enterprise valuation.  During the fourth quarter, the impairment was largely driven by a lower enterprise valuation resulting from a reduction in utilized market multiple from 5.8x to 5.5x reflecting the lower outlook for our industry as a whole.  The revaluation of our net deferred tax liabilities which resulted from the enactment of Tax Cut and Job Act, caused further goodwill impairment (see Note 12).

Our first and third quarter quantitative assessments indicated that the fair value of the enterprise exceeded its carrying value and, therefore, no indication of impairment existed in either period.

The market multiples approach that we use incorporates significant estimates and assumptions related to the forecasted results for the remainder of the year including revenues, expenses, and the achievement of other cost synergies. Our assessment includes many qualitative factors that require significant judgment. Alternative interpretations of these factors could have resulted in different conclusions regarding the need for, or size of, an impairment. Continued declines in our profitability or cash flows or in the sustained, historically low trading prices of our common stock may result in further impairment.

We also considered whether the carrying values of finite-lived intangible assets and property plant and equipment may not be recoverable or whether the carrying value of certain indefinite-lived intangible assets were impaired, noting no additional impairment was present as of December 31, 2017.

The components of other intangibles at December 31, 2017 and 2016 are as follows:

	2017						2016
($ in millions)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Other Intangibles:
Customer base	$	5,188	$	(3,294)	$	1,894	$	5,088	$	(2,604)	$	2,484
Trade name		122		-		122		122		-		122
Royalty agreement		72		(25)		47		72		(16)		56
Total other intangibles	$	5,382	$	(3,319)	$	2,063	$	5,282	$	(2,620)	$	2,662

Amortization expense was as follows:

	For the Year Ended
($ in millions)	2017		2016		2015
Amortization expense	$	699	$	643	$	337

Amortization expense primarily represents the amortization of our customer base acquired as a result of the CTF Acquisition, the Connecticut Acquisition and the acquisition of certain Verizon properties in 2010 with each based on a useful life of 8 to 12 years on an accelerated method. The approximate weighted average remaining life of our customer base is 6 years and for our royalty agreement is 3 years. Amortization expense based on our current estimate of useful lives, is estimated to be approximately $569 million in 2018,  $454 million in 2019,  $354 million in 2020,  $260 million in 2021, and $173 million in 2022.

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Long-Term Debt

12 Months Ended

Dec. 31, 2017

Long-Term Debt [Abstract]

Long-Term Debt

(7)Long-Term Debt:

The activity in our long-term debt from January 1, 2017 to December 31, 2017 is summarized as follows:

				Year ended December 31, 2017
($ in millions)	January 1, 2017		Payments and Retirements		New Borrowings		December 31, 2017		Interest Rate at December 31, 2017*
Senior & Subsidiary
Unsecured Debt	$	15,900	$	(1,655)	$	-	$	14,245	9.22%
Senior Secured Debt		2,151		(155)		1,500		3,496	5.24%
Secured Subsidiary Debt		100		-		-		100	8.50%
Secured Debt		19		(3)		-		16	5.56%
Rural Utilities Service Loan Contracts		8		(1)		-		7	6.15%
Total Debt	$	18,178	$	(1,814)	$	1,500	$	17,863	8.44%
Less: Debt Issuance Costs		(209)						(183)
Less: Debt Premium (Discount)		(46)						(54)
Less: Current Portion		(363)						(656)
Total Long-Term Debt	$	17,560					$	16,970

* Interest rate includes amortization of debt issuance costs and debt premiums or discounts.  The interest rates at December 31, 2017 represent a weighted average of multiple issuances.

Additional information regarding our senior unsecured debt, senior secured debt and subsidiary debt at December 31, 2017 and 2016 is as follows:

	2017			2016
	Principal		Interest	Principal		Interest
($ in millions)	Outstanding		Rate	Outstanding		Rate
Senior Unsecured Debt Due:
4/15/2017	$	-	8.250%	$	210	8.250%
10/1/2018		491	8.125%		583	8.125%
3/15/2019		404	7.125%		434	7.125%
4/15/2020		619	8.500%		1,169	8.500%
9/15/2020		303	8.875%		1,066	8.875%
7/1/2021		490	9.250%		500	9.250%
9/15/2021		775	6.250%		775	6.250%
4/15/2022		500	8.750%		500	8.750%
9/15/2022		2,188	10.500%		2,188	10.500%
1/15/2023		850	7.125%		850	7.125%
4/15/2024		750	7.625%		750	7.625%
1/15/2025		775	6.875%		775	6.875%
9/15/2025		3,600	11.000%		3,600	11.000%
11/1/2025		138	7.000%		138	7.000%
8/15/2026		2	6.800%		2	6.800%
1/15/2027		346	7.875%		346	7.875%
8/15/2031		945	9.000%		945	9.000%
10/1/2034		1	7.680%		1	7.680%
7/1/2035		125	7.450%		125	7.450%
10/1/2046		193	7.050%		193	7.050%
		13,495			15,150
Senior Secured Debt Due:
10/24/2019(1)		245	5.445% (Variable)		280	4.145% (Variable)
3/31/2021(2)		1,483	4.320% (Variable)		1,564	3.270% (Variable)
10/12/2021(3)		276	5.445% (Variable)		307	4.145% (Variable)
6/15/2024(4)		1,492	5.320% (Variable)		-
		3,496			2,151
Subsidiary Debentures Due:
5/15/2027		200	6.750%		200	6.750%
2/1/2028		300	6.860%		300	6.860%
2/15/2028		200	6.730%		200	6.730%
10/15/2029		50	8.400%		50	8.400%
11/15/2031		100	8.500%		100	8.500%
		850			850
Total	$	17,841	8.1%(5)	$	18,151	8.3% (5)

(1)  Represents borrowings under the 2014 CoBank Credit Agreement, as defined below.

(2)  Represents borrowings under the JPM Credit Agreement Term Loan A, as defined below.

(3)  Represents borrowings under the 2016 CoBank Credit Agreement, as defined below.

(4)  Represents borrowings under the JPM Credit Agreement Term Loan B, as defined below.

(5)  Interest rate represents a weighted average of the stated interest rates of multiple issuances.

New Notes Issuances

Upon completion of the CTF Acquisition on April 1, 2016, we assumed additional debt of $600 million, including $200 million aggregate principal amount of 6.75% Senior Notes due May 15, 2027,  $300 million aggregate principal amount of 6.86% Senior Notes due February 1, 2028 and $100 million aggregate principal amount of 8.50% Senior Notes due November 15, 2031.

On September 25, 2015, Frontier completed a private offering of $6,600 million aggregate principal amount of unsecured Senior Notes, as follows: $1,000 million of 8.875% Senior Notes due 2020;$2,000 million of 10.50% Senior Notes due 2022; and $3,600 million of 11.00% Senior Notes due 2025. Each was issued at a price equal to 100% of its principal amount. Frontier used the net proceeds from the offering (after deducting underwriting fees) to finance a portion of the cash consideration paid in connection with the CTF Acquisition and to pay related fees and expenses. The net proceeds of the debt offering of $6,485 million were included in “Restricted cash” in the consolidated balance sheet as of December 31, 2015. In June 2016, we completed an exchange offer of registered senior notes for the privately placed senior notes.

Debt Reductions and Conversions

During 2017, Frontier used proceeds from Term Loan B (see definition and note discussion below) and cash on hand to retire $763 million of 8.875% Notes due 2020,  $550 million of 8.500% Notes due 2020,  $92 million of 8.125% Notes due 2018,  $30 million of 7.125% Notes due 2019, and $10 million of 9.250% Notes due 2021. Frontier recorded a loss of $88 million driven primarily by premiums on the retirement of the notes. Additionally, Frontier used cash available on hand for the scheduled retirement of $210 million of 8.25% Senior Notes at maturity.

During 2016, we completed non-cash debt exchanges including related accrued interest, of $397 million of our 8.25% Notes due April 2017 for approximately $147 million of our 8.50% Notes due April 2020, $66 million of our 8.875% Notes due September 2020, and $188 million of our 10.50% Notes due September 2022. A pretax loss of approximately $7 million was recognized and included in our consolidated statement of operations for the year ended December 31, 2016.

During 2015, Frontier used cash available on hand for the scheduled retirement of $97 million of 7.875% Senior Notes, and $105 million 6.625% Senior Notes at maturity.

Term Loans and Credit Facilities

On February 27, 2017, Frontier entered into a first amended and restated credit agreement with JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto, pursuant to which Frontier combined its revolving credit agreement, dated as of June 2, 2014, and its term loan credit agreement, dated as of August 12, 2015. Under the JPM Credit Agreement, as further amended on June 15, 2017 by Increase Joinder No.1 (as so amended, the JPM Credit Agreement), Frontier has a $1,625 million senior secured term loan A facility (the Term Loan A) maturing on March 31, 2021, an $850 million undrawn secured revolving credit facility maturing on February 27, 2022 (the Revolver), and $1,500 million senior secured term loan B facility (the Term Loan B) maturing on June 15, 2024. The maturities of the Term Loan A, the Revolver, and the Term Loan B, in each case if still outstanding, will be accelerated in the following circumstances: (i) if, 91 days before the maturity date of any series of Senior Notes maturing in 2020, 2023 and 2024, more than $500 million in principal amount remains outstanding on such series; or (ii) if, 91 days before the maturity date of the first series of Senior Notes maturing in 2021 or 2022, more than $500 million in principal amount remains outstanding, in the aggregate, on the two series of Senior Notes maturing in such year. The determination of interest rates for each of the facilities under the JPM Credit Agreement is based on margins over the Base Rate (as defined in the JPM Credit Agreement) or over LIBOR, at the election of Frontier. Interest rate margins on the Term Loan A and Revolver (ranging from 0.75% to 1.75% for Base Rate borrowings and 1.75% to 2.75% for LIBOR borrowings) are subject to adjustment based on Frontier’s Total Leverage Ratio (as defined in the JPM Credit Agreement). The interest rate on the Term Loan A as of December 31, 2017 was LIBOR plus 2.75%. Interest rate margins on the Term Loan B (2.75% for Base Rate borrowings and 3.75% for LIBOR borrowings) are not subject to adjustment. The security package under the JPM Credit Agreement includes pledges of the equity interests in certain Frontier subsidiaries and guaranties by certain Frontier subsidiaries. As of December 31, 2017 no borrowing had been made under the revolving credit facility. Letters of credit, which may be issued under the revolver up to a maximum of $134 million, reduce available borrowing capacity under the revolving credit facility. Letters of credit issued under the revolver totaled $63 million and $0 as of December 31, 2017 and 2016, respectively. The revolving credit facility is available for general corporate purposes but may not be used to fund dividend payments if the undrawn amount under the revolver is less than $250 million.

Frontier has two senior secured credit agreements with CoBank, ACB, as administrative agent, lead arranger and a lender, and the other lenders party thereto: the first, drawn in 2011 (the 2011 CoBank Credit Agreement), was refinanced on October 12, 2016 with a similar facility for $315 million, maturing on October 12, 2021 (the 2016 CoBank Credit Agreement), and the second, drawn in 2014 (the 2014 CoBank Credit Agreement), matures on October 24, 2019. Repayment of the principal balance will be made in quarterly installments of $8 million which commenced December 31, 2016 for the 2016 CoBank Credit Agreement, and $9 million which commenced on March 31, 2015 for the 2014 CoBank Credit Agreement. The remaining outstanding principal balances to be repaid on the maturity date.

On March 29, 2017, Frontier amended the 2014 and 2016 CoBank Credit Agreements. The amendments provide that interest rate margins under each of these facilities will range from 0.875% to 3.875% for Base Rate borrowings and 1.875% to 4.875% for LIBOR borrowings, subject to adjustment based on our Total Leverage Ratio, as defined in each credit agreement. The interest rate on each of the facilities as of December 31, 2017 was LIBOR plus 3.875%. In addition, the amendments provide for increases in the maximum Leverage Ratio and expansion of the security package identical to those contained in the JPM Credit Agreement.

On January 25, 2018 Frontier further amended its credit agreements with JP Morgan Chase and CoBank (JPM Credit Amendment).  The amendments expanded the security package to include interests of certain subsidiaries previously not pledged and replaced the net leverage ratio maintenance test with a first lien net leverage ratio maintenance test.

During 2015, we entered into secured financings totaling $3 million with four year terms and no stated interest rate for certain equipment purchases.

As of December 31, 2017, we were in compliance with all of our debt and credit facility covenants.

Our scheduled principal payments are as follows as of December 31, 2017:  

	Principal
($ in millions)	Payments
2018	$	656
2019	$	804
2020	$	1,132
2021	$	2,558
2022	$	2,703
Thereafter	$	10,010

Other Obligations

During 2016, Frontier contributed a real estate property with a fair value of $15 million for the purpose of funding a portion of its contribution obligations to its qualified defined benefit pension plan. The pension plan obtained independent appraisals of the property and, based on these appraisals, the pension plan recorded the contribution at its fair value of $15 million. Frontier has entered into a lease for the contributed property with initial terms of 15 years at a combined aggregate annual rent of approximately $2 million. The property is managed on behalf of the pension plan by an independent fiduciary, and the terms of the lease were negotiated with the fiduciary on an arm’s-length basis.

The contribution and leaseback of the property was treated as a financing transaction and, accordingly, Frontier continues to depreciate the carrying value of the property in its financial statements and no gain or loss was recognized. An obligation of $15 million was recorded in our consolidated balance sheet within “Other liabilities” and the liability is reduced annually by a portion of the lease payments made to the pension plan.

During 2017 and 2016, Frontier modified certain operating leases for vehicles which resulted in the classification as capital leases. These agreements have lease terms of 1 to 7 years. These capital lease obligations are included in our consolidated balance sheet within “Other liabilities” and “Other current liabilities.”

In 2012, Frontier entered into a sale and leaseback arrangement for a facility in Everett, Washington and entered into a capital lease for the use of fiber in the state of Minnesota. These agreements have lease terms of 12 and 23 years, respectively. These capital lease obligations are included in our consolidated balance sheet within “Other liabilities” and “Other current liabilities.”

Future minimum payments for finance lease obligations and capital lease obligations as of December 31, 2017 are as follows:

($ in millions)	Finance Lease Obligations		Capital Lease Obligations
Year ending December 31:
2018	$	9	$	41
2019		9		29
2020		10		19
2021		10		12
2022		10		9
Thereafter		52		9
Total future payments		100		119
Less: Amounts representing interest		(55)		(14)
Present value of minimum lease payments	$	45	$	105

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Restructuring Costs

12 Months Ended

Dec. 31, 2017

Restructuring Costs [Abstract]

Restructuring Costs

(8) Restructuring Costs

As of December 31, 2017, restructuring related liabilities of $25 million pertaining to employee separation charges are included in “Other current liabilities” in our consolidated balance sheet.

During 2017, restructuring costs and other charges, primarily consisting of severance and other employee-related costs of $68 million, pension/OPEB benefit enhancements of $5 million and the loss recorded on the sale of Frontier’s Secure Strategic Partnerships business of $9 million, totaling $82 million in connection with workforce reductions, are included in “Restructuring costs and other charges” in our consolidated statement of operations for the year ended December 31, 2017.

During 2016, restructuring costs and other charges, primarily consisting of severanceand other employee-related costs of $65 million, and pension/OPEB benefit enhancements of $26 million, totaling $91 million in connection with workforce reductions, are included in “Restructuring costsand other charges” in our consolidated statement of operations for the year ended December 31, 2016.

The following is a summary of the changes in the liabilities established for restructuring programs at December 31, 2017:

	Restructuring
($ in millions)	Liability
Balance, January 1, 2016	$	1
Severance costs		65
Cash payments during the period		(19)
Balance, December 31, 2016		47
Severance costs		68
Cash payments during the period		(90)
Balance, December 31, 2017	$	25

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Investment and Other Income, Net

12 Months Ended

Dec. 31, 2017

Investment and Other Income, Net [Abstract]

Investment and Other Income, Net

(9) Investment and Other Income, Net:

The components of investment and other income, net for the years ended December 31, 2017, 2016 and 2015 are as follows:

($ in millions)	2017		2016		2015
Interest and dividend income	$	6	$	13	$	7
Gain on expiration/settlement of customer advances		-		13		-
All other, net		(3)		1		-
Total investment and other income, net	$	3	$	27	$	7

During 2016, we recognized income of $13 million in connection with certain retained liabilities that have terminated, associated with customer advances for construction from our disposed water properties.

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Capital Stock

12 Months Ended

Dec. 31, 2017

Capital Stock [Abstract]

Capital Stock

(10)Capital Stock:  

We are authorized to issue up to 175,000,000 shares of common stock and 50,000,000 shares of preferred stock. The amount and timing of dividends payable on common and preferred stock are, subject to applicable law, within the sole discretion of our Board of Directors.

Common Stock Offering

On June 10, 2015, prior to the reverse stock split (see Footnote 1) we completed a registered offering of 150,000,000 shares of our common stock, par value $0.25 per share, at an offering price of $5 per share. On June 24, 2015, Frontier issued an additional 15,000,000 shares of common stock in connection with the over-allotment option that was exercised in full by the underwriters. Aggregate net proceeds were approximately $799 million after deducting commissions and estimated expenses. We used the net proceeds from this offering to fund a portion of the acquisition price of the CTF Acquisition and related fees and expenses.

Mandatory Convertible Preferred Stock (Series A) Offering

On June 10, 2015, prior to the reverse stock split, we completed a registered offering of 17,500,000 shares of our 11.125% Mandatory Convertible Preferred Stock, Series A, par value $0.01 per share (the “Series A Preferred Stock”), at an offering price of $100 per share. On June 24, 2015, Frontier issued an additional 1,750,000 shares of Series A Preferred Stock in connection with the over-allotment option that was exercised in full by the underwriters. Aggregate net proceeds of the offering were $1,866 million after deducting commissions and estimated expenses. We used the net proceeds from this offering to fund a portion of the acquisition price of the CTF Acquisition and related fees and expenses.

Unless converted earlier, each share of the Series A Preferred Stock will automatically convert on June 29, 2018 into common stock, (between 1.1348and 1.3333 shares on a post-split basis) depending on the applicable market value of our common stock, subject to anti-dilution adjustments. Subject to certain restrictions, at any time prior to June 29, 2018, holders of the Series A Preferred Stock may elect to convert all or a portion of their shares into common stock at the minimum conversion rate then in effect.

Dividends on shares of the Series A Preferred Stock are payable on a cumulative basis when, as and if declared by our Board of Directors (or an authorized committee thereof) at an annual rate of 11.125% on the liquidation preference of $100.00 per share, on the last business day of March, June, September and December of each year, commencing on September 30, 2015 to, and including, the mandatory conversion date. Series A Preferred Stock dividends of $214 million,$214 million, and $120 million were paid in 2017, 2016, and 2015 respectively.

Pursuant to the terms of the CTF Acquisition, $1,955 million of the $2,665million in net proceeds from the equity offerings were deposited into escrow and were included in “Restricted cash” in the consolidated balance sheet as of December 31, 2015. Upon closing of the CTF Acquisition, the funds were released and used to fund a portion of the purchase price.

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Stock Plans

12 Months Ended

Dec. 31, 2017

Stock Plans [Abstract]

Stock Plans

(11) Stock Plans:

At December 31, 2017, we had seven stock-based compensation plans under which grants were made and awards remained outstanding. No further awards may be granted under six of the plans: the 1996 Equity Incentive Plan (the 1996 EIP), the Amended and Restated 2000 Equity Incentive Plan (the 2000 EIP), the 2009 Equity Incentive Plan (the 2009 EIP), the 2013 Equity Incentive Plan (the 2013 EIP), the Deferred Fee Plan and the Directors’ Equity Plan. At December 31, 2017, there were approximately 5,667,000 shares authorized for grant and approximately 4,361,000 shares available for grant under the 2017 Equity Incentive Plan (the 2017 EIP and together with the 1996 EIP, the 2000 EIP, the 2009 EIP and the 2013 EIPS, the EIPs). Our general policy is to issue treasury shares upon the grant of restricted shares and the exercise of options.

1996, 2000, 2009, 2013, and 2017 Equity Incentive Plans

Since the expiration dates of the 1996 EIP, the 2000 EIP, the 2009 EIP, and the 2013 EIP on May 22, 2006, May 14, 2009, May 8, 2013, and May 10, 2017, respectively, no awards have been or may be granted under the 1996 EIP, the 2000 EIP, the 2009 EIP, and the 2013 EIP. Under the 2017 EIP, awards of our common stock may be granted to eligible employees in the form of incentive stock options, non-qualified stock options, SARs, restricted stock, performance shares or other stock-based awards. As discussed under the Non-Employee Directors’ Compensation Plans below, prior to May 25, 2006 non-employee directors received an award of stock options under the 2000 EIP upon commencement of service.  No awards may be granted more than 10 years after the effective date (May 10, 2017) of the 2017 EIP plan. The exercise price of stock options and SARs under the EIPs generally are equal to or greater than the fair market value of the underlying common stock on the date of grant. Stock options are not ordinarily exercisable on the date of grant but vest over a period of time (generally four years). Under the terms of the EIPs, subsequent stock dividends and stock splits have the effect of increasing the option shares outstanding, which correspondingly decrease the average exercise price of outstanding options.

Performance Shares

On February 15, 2012, Frontier’s Compensation Committee, in consultation with the other non-management directors of Frontier’s Board of Directors and the Committee’s independent executive compensation consultant, adopted the Frontier Long-Term Incentive Plan (the LTIP). LTIP awards are granted in the form of performance shares. The LTIP is currently offered under Frontier’s 2009 EIP, 2013 EIP and 2017 EIP, and participants consist of senior vice presidents and above. The LTIP awards have performance, market and time-vesting conditions.

Beginning in 2012, during the first 90 days of a three-year performance period (a Measurement Period), a target number of performance shares are awarded to each LTIP participant with respect to the Measurement Period. The performance metrics under the LTIP are (1) annual targets for operating cash flow based on a goal set during the first 90 days of each year in the three-year Measurement Period and (2) an overall performance “modifier” set during the first 90 days of the Measurement Period, based on Frontier’s total return to stockholders (i.e., Total Shareholder Return or TSR) relative to the Integrated Telecommunications Services Group (GICS Code 50101020) for the three-year Measurement Period. Operating cash flow performance is determined at the end of each year and the annual results will be averaged at the end of the three-year Measurement Period to determine the preliminary number of shares earned under the LTIP award. The TSR performance measure is then applied to decrease or increase payouts based on Frontier’s three year relative TSR performance. LTIP awards, to the extent earned, will be paid out in the form of common stock shortly following the end of the three-year Measurement Period.

On February 25, 2015, the Compensation Committee granted approximately 665,000 performance shares under the LTIP and set the operating cash flow performance goal for 2015, which applies to the first year in the 2015-2017 measurement period, the second year of the 2014-2016 measurement period and the third year of the 2013-2015 measurement period. On February 11, 2016, the Compensation Committee granted approximately 1,669,000 performance shares under the LTIP and set the operating cash flow performance goal for 2016, which applies to the first year in the 2016-2018 measurement period, the second year of the 2015-2017 measurement period and the third year of the 2014-2016 measurement period. On February 16, 2017, the Compensation Committee of our Board of Directors granted approximately 157,400 performance shares under the Frontier Long Term Incentive Plan (the LTIP) and set the operating cash flow performance goal for 2017, which applies to the first year in the 2017-2019 measurement period, the second year of the 2016-2018 measurement period and the third year of the 2015-2017 measurement period.The number of shares of common stock earned at the end of each three-year Measurement Period may be more or less than the number of target performance shares granted as a result of operating cash flow and TSR performance. An executive must maintain a satisfactory performance rating during the Measurement Period and must be employed by Frontier at the end of the three-year Measurement Period in order for the award to vest. The Compensation Committee will determine the number of shares earned for each three year Measurement Period in February of the year following the end of the Measurement Period.

The following summary presents information regarding LTIP target performance shares as of December 31, 2017 and changes during the three years then ended with regard to LTIP shares awarded under the 2009 EIP, 2013 EIP, and 2017 EIP:

	Number of
	Shares
	(in thousands)
Balance at December 31, 2014	179
LTIP target performance shares granted	49
LTIP target performance shares earned	(50)
LTIP target performance shares forfeited	(10)
Balance at December 31, 2015	168
LTIP target performance shares granted	111
LTIP target performance shares earned	(59)
LTIP target performance shares forfeited	(30)
Balance at December 31, 2016	190
LTIP target performance shares granted	211
LTIP target performance shares earned	(41)
LTIP target performance shares forfeited	(54)
Balance at December 31, 2017	306

For purposes of determining compensation expense, the fair value of each performance share is measured at the end of each reporting period and, therefore, will fluctuate based on the price of Frontier common stock as well as performance relative to the targets. Frontier recognized an expense, included in “Selling, general, and administrative expenses” of $1 million, $6million, and $7 million during 2017, 2016 and 2015, respectively, for the LTIP.

Restricted Stock

The following summary presents information regarding unvested restricted stock as of December 31, 2017 and changes during the three years then ended with regard to restricted stock under the 2009 EIP, 2013 EIP, and 2017 EIP:

		Weighted
		Average
	Number of	Grant Date		Aggregate
	Shares	Fair Value		Fair Value
	(in thousands)	(per share)		(in millions)
Balance at December 31, 2014	512	$	71.25	$	52
Restricted stock granted	188	$	118.80	$	13
Restricted stock vested	(214)	$	73.35	$	15
Restricted stock forfeited	(24)	$	76.50
Balance at December 31, 2015	462	$	88.95	$	33
Restricted stock granted	396	$	65.40	$	20
Restricted stock vested	(248)	$	78.90	$	13
Restricted stock forfeited	(61)	$	76.65
Balance at December 31, 2016	549	$	78.00	$	28
Restricted stock granted	454	$	47.77	$	3
Restricted stock vested	(240)	$	80.86	$	2
Restricted stock forfeited	(130)	$	60.92
Balance at December 31, 2017	633	$	58.63	$	4

For purposes of determining compensation expense, the fair value of each restricted stock grant is estimated based on the average of the high and low market price of a share of our common stock on the date of grant. Total remaining unrecognized compensation cost associated with unvested restricted stock awards that is deferred at December 31, 2017 was $21 million and the weighted average vesting period over which this cost is expected to be recognized is approximately1.2 years.

We have granted restricted stock awards to employees in the form of our common stock. None of the restricted stock awards may be sold, assigned, pledged or otherwise transferred, voluntarily or involuntarily, by the employees until the restrictions lapse, subject to limited exceptions. The restrictions are time-based. Compensation expense, recognized in “Selling, general and administrative expenses”, of $18 million, $18 million and $20 million, for the years ended December 31, 2017, 2016 and 2015, respectively, has been recorded in connection with these grants.

Non-Employee Directors’ Compensation Plans

As of October 1, 2013, stock units are credited to the director’s account in an amount that is determined as follows: the total cash value of the fees payable to the director is divided by the closing price of Frontier common stock on the grant date of the units. Units are credited to the director’s account quarterly. Directors must also elect to convert the units to either common stock (convertible on a one-to-one basis) or cash upon retirement or death.

Dividends are paid on stock units held by directors at the same rate and at the same time as we pay dividends on shares of our common stock. Dividends on stock units are paid in the form of additional stock units.

There were 9 directors participating in the Director Plans during all or part of 2017. The total plan units earned were 94,034,  29,618, and22,279 in 2017, 2016 and 2015, respectively.

To the extent directors elect to receive the distribution of their stock unit account in cash, they are considered liability-based awards. To the extent directors elect to receive the distribution of their stock unit accounts in common stock, they are considered equity-based awards. Compensation expense for stock units that are considered equity-based awards is based on the market value of our common stock at the date of grant. Compensation expense for stock units that are considered liability-based awards is based on the market value of our common stock at the end of each period.

In connection with the Director Plans, there were compensation costs associated with the issuance of stock units of $(5) million, $0 million and ($1) million in 2017, 2016 and 2015, respectively. Cash compensation associated with the Director Plans was $1 million in 2017, 2016 and 2015, respectively. These costs are recognized in “Selling, general and administrative expenses”.

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Income Taxes

12 Months Ended

Dec. 31, 2017

Income Taxes [Abstract]

Income Taxes

(12) Income Taxes:  

The following is a reconciliation of the provision for income taxes computed at the federal statutory rate to income taxes computed at the effective rates for the years ended December 31, 2017, 2016 and 2015:

	2017		2016		2015
Consolidated tax provision at federal statutory rate	35.0	%	35.0	%	35.0	%
State income tax provisions, net of federal income
tax benefit	1.7		(0.1)		8.7
Tax reserve adjustment	0.1		0.6		(0.3)
Domestic production activities deduction	-		(1.9)		-
Changes in certain deferred tax balances	(0.4)		5.8		0.8
Goodwill impairment	(19.1)		-		-
Federal research and development credit	0.1		1.0		1.5
Non-deductible transaction costs	-		-		0.4
Deferred Tax Remeasurement - 2017 Tax Reform	26.1		-		-
All other, net	(0.1)		(0.2)		(0.3)
Effective tax rate	43.4	%	40.2	%	45.8	%

Income taxes for the year ended December 31, 2017 includes the tax impact of $608 million related to the goodwill impairment recorded during the year.

On December 22, 2017, the U.S. government enacted comprehensive tax legislation known as the Tax Cut and Jobs Act (the TCJA). The TCJA, makes broad and complex changes to the U.S. tax code. The TCJA reduces the corporate tax rate to 21%, effective January 1, 2018. Under ASC 740, the effects of new legislation are recognized upon enactment. Accordingly, recognition of the tax effects of the TCJA is required in the interim and annual periods that include December 22, 2017.

On December 22, 2017, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”), which provides guidance on accounting for the tax effects of the TCJA.  SAB 118 provides a measurement period that should not extend beyond one year from the TCJA enactment date for companies to complete the accounting under ASC 740, Income Taxes.  In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the TCJA for which the accounting under ASC 740 is complete.  To the extent that a company’s accounting for certain income tax effects of the TCJA is incomplete but it is able to determine a reasonable estimate, it must record a provisional estimate in the financial statements.

As a result of the reduction of the federal corporate income tax rate, we revalued our net deferred tax liability, as of December 31, 2017. We have recorded a net tax benefit of $830 million to value the liability using the new, lower federal tax rate. Our effective tax rate increased to 43.4% primarily as a result of the revaluation of our net deferred tax liability, partially offset by the 19.1% detriment related to the goodwill impairments. The components of the provisional net tax expense recorded in 2017 are based on currently available information and additional information needs to be prepared, obtained and/or analyzed to determine the final amounts.  The provisional tax benefit for the re-measurement of deferred taxes will require additional information necessary for the preparation of our U.S. federal tax return, and further analysis and interpretation of certain provisions of the TCJA impacting deferred taxes, for example, 100% expensing of qualified assets as well as deferred tax items arising from items of income or loss recorded in other comprehensive income, could impact our tax balances as of December 31, 2017.

Income taxes for 2016 include the impact of $36 million of tax benefits resulting primarily from the adjustment of deferred tax balances due to the CTF Acquisition, the impact of $6 million in benefits from the Federal research and development credits, along with a $12 million reversal of benefits related to the domestic production activities deduction.

Income taxes for 2015 include the impact of a $3 million benefit arising from the adjustment of deferred tax balances and a $5 million benefit from the federal research and development credit.

Amounts pertaining to income tax related accounts of $0 and $55 million are included in “Income taxes and other current assets” in the consolidated balance sheets as of December 31, 2017 and 2016, respectively.

In 2017 and 2016, we received federal and state income tax refunds totaling $51 million and $120  million, respectively.

The components of the net deferred income tax liability (asset) at December 31 are as follows:

($ in millions)	2017		2016
Deferred income tax liabilities:
Property, plant and equipment basis differences	$	2,022	$	2,751
Intangibles		140		878
Deferred revenue/expense		8		14
Other, net		4		12
	$	2,174	$	3,655
Deferred income tax assets:
Pension liability		176		273
Tax operating loss carryforward		960		687
Employee benefits		192		255
Accrued expenses		23		44
Lease obligations		39		75
Tax credit		43		30
Allowance for doubtful accounts		7		44
Other, net		2		2
		1,442		1,410
Less: Valuation allowance		(407)		(271)
Net deferred income tax asset		1,035		1,139
Net deferred income tax liability	$	1,139	$	2,516

Our federal net operating loss carryforward as of December 31, 2017 is estimated at $2.1 billion. The federal loss carryforward will begin to expire after 2036, unless otherwise used.

Our state tax operating loss carryforward as of December 31, 2017 is estimated at $9.3 billion. A portion of our state loss carryforward will continue to expire annually through 2037, unless otherwise used.

Our federal research and development credit and alternative minimum tax credit as of December 31, 2017 is estimated at $18 million and $3 million, respectively. The federal research and development credit will expire between 2034 and 2037, unless otherwise used.

Our various state credits as of December 31, 2017 are estimated at $27 million. The state credits will expire between 2018 and 2022, unless otherwise used.

As of December 31, 2017, Frontier has a valuation allowance of $407 million to reduce deferred tax assets to an amount more likely than not to be realized. This valuation allowance is related to state net operating losses and state tax credits. In evaluating Frontier’s ability to realize its deferred tax assets, management considers whether it is more likely than not that some or all of the deferred tax assets will not be realized. Management also considered the projected reversal of deferred tax liabilities and projected future taxable income in making this assessment. Based upon this assessment, management believes it is more likely than not Frontier will realize the benefits of these deductible differences, net of valuation allowance. There was a valuation allowance of $271 million recorded as of December 31, 2016.

The provision (benefit) for federal and state income taxes, as well as the taxes charged or credited to equity of Frontier, includes amounts both payable currently and deferred for payment in future periods as indicated below:

($ in millions)	2017		2016		2015
Income tax expense (benefit):
Current:
Federal	$	(4)	$	(52)	$	8
State		5		7		(6)
Total Current		1		(45)		2
Deferred:
Federal		(1,312)		(145)		(126)
State		(72)		(60)		(41)
Total Deferred		(1,384)		(205)		(167)
Total income tax expense (benefit)		(1,383)		(250)		(165)
Income taxes charged (credited) to equity of Frontier:
Utilization of the benefits arising from restricted stock		(1)		(5)		-
Deferred income taxes (benefits) arising from the recognition
of additional pension/OPEB liability		7		(21)		36
Total income taxes charged (credited) to equity of Frontier		6		(26)		36
Total income taxes	$	(1,377)	$	(276)	$	(129)

U.S. GAAP requires applying a “more likely than not” threshold to the recognition and derecognition of uncertain tax positions either taken or expected to be taken in Frontier’s income tax returns. The total amount of our gross tax liability for tax positions that may not be sustained under a “more likely than not” threshold amounts to $12 million as of December 31, 2017 including interest of $1 million. The amount of our uncertain tax positions, for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly increase or decrease during the next twelve months, and which would affect our effective tax rate, is $3 million as of December 31, 2017.

Frontier’s policy regarding the classification of interest and penalties is to include these amounts as a component of income tax expense. This treatment of interest and penalties is consistent with prior periods. We are subject to income tax examinations generally for the years 2013 forward for federal and 2008 forward for state filing jurisdictions. We also maintain uncertain tax positions in various state jurisdictions.

The following table sets forth the changes in Frontier’s balance of unrecognized tax benefits for the years ended December 31, 2017 and 2016:

($ in millions)	2017		2016
Unrecognized tax benefits - beginning of year	$	16	$	19
Gross increases - prior year tax positions		-		3
Gross increases - current year tax positions		3		3
Gross decreases - FIN 48 liability release		(7)		(9)
Gross decreases - expired statute of limitations		-		-
Unrecognized tax benefits - end of year	$	12	$	16

The amounts above exclude $1 million of accrued interest as of December 31, 2017 and 2016, respectively, that we have recorded and would be payable should Frontier’s tax positions not be sustained.

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Net Loss Per Common Share

12 Months Ended

Dec. 31, 2017

Net Loss Per Common Share [Abstract]

Net Loss Per Common Share

(13) Net Loss Per Common Share:

The reconciliation of the net loss per common share calculation for the years ended December 31, 2017, 2016 and 2015 is as follows:

($ in millions and shares in thousands, except per share amounts)	2017		2016		2015
Net loss used for basic and diluted earnings (loss)
per share:
Net loss attributable to Frontier common shareholders	$	(2,018)	$	(587)	$	(316)
Less:  Dividends paid on unvested restricted stock awards		(2)		(3)		(3)
Total basic net loss attributable to Frontier
common shareholders	$	(2,020)	$	(590)	$	(319)
Effect of loss related to dilutive stock units		-		-		-
Total diluted net loss attributable to Frontier
common shareholders	$	(2,020)	$	(590)	$	(319)
Basic earnings (loss) per share:
Total weighted average shares and unvested restricted stock
awards outstanding - basic		78,409		78,142		72,787
Less:  Weighted average unvested restricted stock awards		(673)		(535)		(479)
Total weighted average shares outstanding - basic		77,736		77,607		72,308
Basic net loss per share attributable to Frontier
common shareholders	$	(25.99)	$	(7.61)	$	(4.41)
Diluted earnings (loss) per share:
Total weighted average shares outstanding - basic		77,736		77,607		72,308
Effect of dilutive shares		-		-		-
Total weighted average shares outstanding - diluted		77,736		77,607		72,308
Diluted net loss per share attributable to Frontier
common shareholders	$	(25.99)	$	(7.61)	$	(4.41)

In calculating diluted net loss per common share for the years ended December 31, 2017, 2016, and 2015 the effect of all common stock equivalents is excluded from the computation as the effect would be antidilutive.

Stock Options

For the years ended December 31, 2017, 2016 and 2015, options to purchase 1,334,  2,667 and 3,333 shares, respectively, issuable under employee compensation plans were excluded from the computation of diluted earnings (loss) per share (EPS) for those periods because the exercise prices were greater than the average market price of our common stock and, therefore, the effect would be antidilutive.

Stock Units

At December 31, 2017, 2016 and 2015, we had 203,952,125,431, and 95,812 stock units, respectively, issued under the Director Plans and the 2013 EIP. These securities have not been included in the diluted income per share of common stock calculation because their inclusion would have an antidilutive effect.

Mandatory Convertible Preferred Stock

The impact of the common share equivalents associated with approximately19,250,000 shares of Series A Preferred stock described above were not included in the calculation of diluted EPS as of December 31, 2017 and 2016, as their impact was antidilutive.

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Comprehensive Loss

12 Months Ended

Dec. 31, 2017

Comprehensive Loss [Abstract]

Comprehensive Loss

(14)Comprehensive Loss:

Comprehensive income (loss) consists of net income (loss) and other gains and losses affecting shareholders’ investment and pension/postretirement benefit (OPEB) liabilities that, under GAAP, are excluded from net income/(loss).

The components of accumulated other comprehensive loss, net of tax at December 31, 2017, 2016 and 2015, and changes for the years then ended, are as follows:

($ in millions)	Pension Costs		OPEB Costs		Total
Balance at December 31, 2014 (a)	$	(330)	$	(74)	$	(404)
Other comprehensive income (loss) before reclassifications		(51)		82		31
Amounts reclassified from accumulated other comprehensive income (loss)		18		2		20
Net current-period other comprehensive income (loss)		(33)		84		51
Balance at December 31, 2015 (a)		(363)		10		(353)
Other comprehensive income (loss) before reclassifications		(65)		11		(54)
Amounts reclassified from accumulated other comprehensive income (loss)		25		(5)		20
Net current-period other comprehensive income (loss)		(40)		6		(34)
Balance at December 31, 2016 (a)		(403)		16		(387)
Other comprehensive income (loss) before reclassifications		(12)		(31)		(43)
Amounts reclassified from accumulated other comprehensive income (loss)		70		(6)		64
Net current-period other comprehensive income (loss)		58		(37)		21
Balance at December 31, 2017 (a)	$	(345)	$	(21)	$	(366)

^(a) Pension and OPEB amounts are net of deferred tax balances of $223 million, $231 million, $211 million, and $247 million as of December 31, 2017, 2016, 2015, and 2014, respectively

As a result of the pension settlement accounting discussed in Note 17, Frontier recorded pension settlement charges totaling $83 million ($51 million net of tax), which were reclassified from accumulated Other comprehensive income (loss) during 2017.

As a result of the CTF Acquisition, the Frontier Communications Pension Plan (the Plan) was remeasured. This remeasurement resulted in a decrease in the discount rate from 4.50% at December 31, 2015 to 4.00% at the date of the CTF Acquisition. This change in the discount rate resulted in a remeasurement charge to Other comprehensive income (loss) of $105 million during 2016.

The significant items reclassified from each component of accumulated other comprehensive loss for the years ended December 31, 2017, 2016 and 2015 are as follows:

	Amount Reclassified from
($ in millions)	Accumulated Other Comprehensive Loss (a)
Details about Accumulated Other Comprehensive Loss Components	2017		2016		2015		Affected Line Item in the Statement Where Net loss  is Presented
Amortization of Pension Cost Items (b)
Actuarial gains (losses)	$	(30)	$	(40)	$	(29)
Pension settlement costs		(83)		-		-
Reclassifications, pretax		(113)		(40)		(29)	loss before income taxes
Tax Impact		43		15		11	Income tax (expense) benefit
Reclassifications, net of tax	$	(70)	$	(25)	$	(18)	Net loss
Amortization of OPEB Cost Items (b)
Prior-service credits/(costs)	$	9	$	9	$	5
Actuarial gains (losses)		-		(1)		(8)
Reclassifications, pretax		9		8		(3)	loss before income taxes
Tax impact		(3)		(3)		1	Income tax (expense) benefit
Reclassifications, net of tax	$	6	$	5	$	(2)	Net loss

(a) Amounts in parentheses indicate losses.

(b) These accumulated other comprehensive loss components are included in the computation of net periodic pension and OPEB costs (see Note 17 - Retirement Plans for additional details).

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Segment Information

12 Months Ended

Dec. 31, 2017

Segment Information [Abstract]

Segment Information

(15) Segment Information:

We operate in oneoperating and onereportable segment. Frontier provides both regulated and unregulated voice, data and video services to consumer andcommercial customers and is typically the incumbent voice services provider in its service areas.

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Quarterly Financial Data

12 Months Ended

Dec. 31, 2017

Quarterly Financial Data [Abstract]

Quarterly Financial Data

(16)  Quarterly Financial Data (Unaudited):

($ in millions, except per share amounts)	First Quarter		Second Quarter		Third Quarter		Fourth Quarter		Total Year
2017
Revenue	$	2,356	$	2,304	$	2,251	$	2,217	$	9,128
Operating income (loss)		271		(394)		309		(1,754)		(1,568)
Net loss attributable to Frontier
common shareholders (1) (2)		(129)		(715)		(92)		(1,082)		(2,018)
Basic net loss per share attributable
to Frontier common shareholders(1) (2)	$	(1.67)	$	(9.20)	$	(1.19)	$	(13.91)	$	(25.99)
Diluted net loss per share attributable
to Frontier common shareholders(1) (2)	$	(1.67)	$	(9.21)	$	(1.19)	$	(13.91)	$	(25.99)

(1) During the fourth quarter of 2017, we recorded a goodwill impairment charge of $2,078 million ($1,822 million after-tax). Refer to Note 6 for further details.

(2) The quarterly net loss per share amounts are rounded to the nearest cent.  Annual net loss per share may vary depending on the effect of such rounding.

($ in millions, except per share amounts)	First Quarter		Second Quarter		Third Quarter		Fourth Quarter		Total Year
2016
Revenue	$	1,355	$	2,608	$	2,524	$	2,409	$	8,896
Operating income		58		311		264		255		888
Net loss attributable to Frontier
common shareholders (1) (2) (4)		(240)		(80)		(134)		(133)		(587)
Basic net loss per share attributable
to Frontier common shareholders(1) (2) (3) (4)	$	(3.10)	$	(1.05)	$	(1.73)	$	(1.73)	$	(7.61)
Diluted net loss per share attributable
to Frontier common shareholders(1) (2) (3) (4)	$	(3.10)	$	(1.05)	$	(1.73)	$	(1.73)	$	(7.61)

(1) During the fourth quarter of 2016, we recorded acquisition and integration expenses of $49 million ($48 million after-tax) related to the CTF acquisition in June 2016.

(2) During the fourth quarter of 2016, we recorded restructuring costs and other charges of $80 million ($52 million after-tax) related to severance expense and special termination benefits resulting from a reduction in the workforce.

(3) The quarterly net loss per share amounts are rounded to the nearest cent.  Annual net loss per share may vary depending on the effect of such rounding.

(4) The change in revenue, operating income, net loss, and net loss per share during the second quarter of 2016 and each subsequent quarter of 2016 reflects additional results of the CTF Operations related to the CTF Acquisition, as described further in Note 3.

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Retirement Plans

12 Months Ended

Dec. 31, 2017

Retirement Plans [Abstract]

Retirement Plans

(17)Retirement Plans:

We sponsor a noncontributory defined benefit pension plan covering a significant number of our former and current employees and other postretirement benefit plans that provide medical, dental, life insurance and other benefits for covered retired employees and their beneficiaries and covered dependents. The pension plan and postretirement benefit plans are closed to the majority of our newly hired employees. The benefits are based on years of service and final average pay or career average pay. Contributions are made in amounts sufficient to meet ERISA funding requirements while considering tax deductibility. Plan assets are invested in a diversified portfolio of equity and fixed-income securities and alternative investments.

The accounting results for pension and other postretirement benefit costs and obligations are dependent upon various actuarial assumptions applied in the determination of such amounts. These actuarial assumptions include the following: discount rates, expected long-term rate of return on plan assets, future compensation increases, employee turnover, healthcare cost trend rates, expected retirement age, optional form of benefit and mortality. We review these assumptions for changes annually with our independent actuaries. We consider our discount rate and expected long-term rate of return on plan assets to be our most critical assumptions.

The discount rate is used to value, on a present value basis, our pension and other postretirement benefit obligations as of the balance sheet date. The same rate is also used in the interest cost component of the pension and postretirement benefit cost determination for the following year. The measurement date used in the selection of our discount rate is the balance sheet date. Our discount rate assumption is determined annually with assistance from our independent actuaries based on the pattern of expected future benefit payments and the prevailing rates available on long-term, high quality corporate bonds that approximate the benefit obligation.

As of December 31, 2017, 2016 and 2015, we utilized an estimation technique that is based upon a settlement model (Bond:Link) that permits us to closely match cash flows to the expected payments to participants. This rate can change from year-to-year based on market conditions that affect corporate bond yields.

As a result of the technique described above, Frontier is utilizing a discount rate of 3.70% as of December 31, 2017 for its qualified pension plan, compared to rates of 4.10% and 4.50% in 2016 and 2015, respectively. The discount rate for postretirement plans as of December 31, 2017was a range of 3.70% to 3.80% compared to a range of 4.10% to4.30% in 2016 and 4.50% to 4.70% in 2015.

The Pension Plan contains provisions that provide certain employees with the option of receiving a lump sum payment upon retirement. Frontier’s accounting policy is to record these payments as a settlement only if, in the aggregate, they exceed the sum of the annual service and interest costs for the Pension Plan’s net periodic pension benefit cost. During year ended December 31, 2017, lump sum pension settlement payments to terminated or retired individuals amounted to $486 million, which exceeded the settlement threshold of $224 million, and as a result, Frontier recognized non-cash settlement charges totaling $83 million during 2017. The non-cash charge accelerated the recognition of a portion of the previously unrecognized actuarial losses in the Pension Plan. These non-cash charges increased our recorded net loss and accumulated deficit, with an offset to accumulated other comprehensive loss in shareholders’ equity.

As a result of the CTF Acquisition, the Frontier Communications Pension Plan (the Plan) was remeasured. This remeasurement resulted in a decrease in the discount rate from 4.50% at December 31, 2015 to 4.00% at the date of the CTF Acquisition. This change in the discount rate resulted in a remeasurement charge to other comprehensive income (loss) of $105 million during 2016.

The expected long-term rate of return on plan assets is applied in the determination of periodic pension and postretirement benefit cost as a reduction in the computation of the expense. In developing the expected long-term rate of return assumption, we considered published surveys of expected market returns, 10 and 20 year actual returns of various major indices, and our own historical 5 year, 10 year and 20 year investment returns. The expected long-term rate of return on plan assets is based on an asset allocation assumption of 40% in long-duration fixed income securities, and 60% in equity securities and other investments. We review our asset allocation at least annually and make changes when considered appropriate. Our pension asset investment allocation decisions are made by the Retirement Investment & Administration Committee (RIAC), a committee comprised of members of management, pursuant to a delegation of authority by the Retirement Plan Committee of the Board of Directors. The RIAC is responsible for reporting its actions to the Retirement Plan Committee. Asset allocation decisions take into account expected market return assumptions of various asset classes as well as expected pension benefit payment streams. When analyzing anticipated benefit payments, management considers both the absolute amount of the payments as well as the timing of such payments. In 2017, 2016 and 2015, our expected long-term rate of return on plan assets was 7.50%,  7.50%, and7.75%, respectively. For 2018, we will assume a rate of return of 7.50%. Our pension plan assets are valued at fair value as of the measurement date. The measurement date used to determine pension and other postretirement benefit measures for the pension plan and the postretirement benefit plan is December 31.The remeasured funded status of the Pension Plan was approximately 80%, as of December 31, 2017, similar to December 31, 2016.

Pension Benefits

The following tables set forth the pension plan’s projected benefit obligations, fair values of plan assets and the pension benefit liability recognized on our consolidated balance sheets as of December31, 2017 and 2016 and the components of total pension benefit cost for the years ended December31, 2017, 2016 and 2015:

($ in millions)	2017		2016
Change in projected benefit obligation (PBO)
PBO at beginning of year	$	3,465	$	2,142
Service cost		97		88
Interest cost		127		122
Actuarial (gain)/loss		214		137
Benefits paid		(59)		(155)
CTF Acquisition PBO		-		1,108
Settlements		(486)		-
Special termination benefits		5		23
PBO at end of year	$	3,363	$	3,465
Change in plan assets
Fair value of plan assets at beginning of year	$	2,766	$	1,572
Fair value of plan assets for the CTF operations as of acquisition date		-		1,120
Actual return on plan assets		378		201
Employer contributions		206		28
Settlements		(486)		-
Differential payment received from Verizon		(131)		-
Benefits paid		(59)		(155)
Fair value of plan assets at end of year	$	2,674	$	2,766
Funded status	$	(689)	$	(699)
Amounts recognized in the consolidated balance sheet
Pension and other postretirement benefits - current	$	-	$	-
Pension and other postretirement benefits - noncurrent	$	(689)	$	(699)
Accumulated other comprehensive loss	$	556	$	647

In connection with the completion of the CTF Acquisition, certain employees were transferred to the Frontier Communications Pension Plan (the Plan) effective April 1, 2016. Assets of$1,108 million related to the CTF Acquisition were transferred from Verizon and the Verizon pension plan trusts during 2016.

($ in millions)	2017		2016		2015
Components of total pension benefit cost
Service cost	$	97	$	88	$	55
Interest cost on projected benefit obligation		127		122		88
Expected return on plan assets		(186)		(168)		(129)
Amortization of unrecognized loss		30		40		29
Net periodic pension benefit cost		68		82		43
Pension settlement costs		83		-		-
Special termination benefits		5		23		-
Total pension benefit cost	$	156	$	105	$	43

The expected amortization of deferred unrecognized loss, included in Other comprehensive income, in 2018 is $26 million.

We capitalized $26 million, $25 million and $20 million of pension and OPEB expense into the cost of our capital expenditures during the years ended December 31, 2017, 2016 and 2015, respectively, as the costs relate to our engineering and plant construction activities.

The plan’s weighted average asset allocations at December31, 2017 and 2016 by asset category are as follows:

	2017		2016
Asset category:
Equity securities	50	%	50	%
Debt securities	40	%	38	%
Alternative investments	10	%	11	%
Cash and other	-	%	1	%
Total	100	%	100	%

The plan’s expected benefit payments over the next 10 years are as follows:

($ in millions)	Amount
2018	$	265
2019		256
2020		251
2021		245
2022		237
2023-2027		1,122
Total	$	2,376

We made total contributions to our pension plan of $75 million, net of the Differential (as defined below), during 2017.

As part of the CTF Acquisition, Verizon was required to make a cash payment to Frontier for the difference in assets initially transferred by Verizon into the Pension Plan and the related obligation (the Differential). In 2017, we received the $131 million Differential payment from Verizon, and have remitted an equivalent amount to the Pension Plan as of December 31, 2017. As the Differential was reflected as a receivable of the Pension Plan at December 31, 2016, the cash funding had no impact to plan assets.

See Note 7 for further discussion of a Frontier contribution of real estate property in 2016 with an aggregate fair value of $15 million for the purpose of funding a portion of its contribution obligations to the Plan.We made total cash contributions to our pension plan during 2016 and 2015 of $13 million and $62 million, respectively.

The accumulated benefit obligation for the plan was $3,363 million and $3,465 million at December 31, 2017 and 2016, respectively.

Assumptions used in the computation of annual pension costs and valuation of the year-end obligations were as follows:  

	2017		2016		2015
Discount rate - used at year end to value obligation	3.70	%	4.10	%	4.50	%
Discount rate - used to compute annual cost	4.10	%	4.50	%	4.10	%
Expected long-term rate of return on plan assets	7.50	%	7.50	%	7.75	%
Rate of increase in compensation levels	2.50	%	2.50	%	2.50	%

Postretirement Benefits Other Than Pensions—“OPEB”

The following tables set forth the OPEB plans’ benefit obligations, fair values of plan assets and the postretirement benefit liability recognized on our consolidated balance sheets as of December 31, 2017 and 2016 and the components of total postretirement benefit cost for the years ended December31, 2017, 2016 and 2015.  

($ in millions)	2017		2016
Change in benefit obligation
Benefit obligation at beginning of year	$	925	$	626
CTF Acquisition PBO		-		276
Service cost		21		19
Interest cost		40		37
Plan participants' contributions		7		5
Actuarial (gain)/loss		54		(18)
Benefits paid		(31)		(23)
Special termination benefits		-		3
Benefit obligation at end of year	$	1,016	$	925
Change in plan assets
Fair value of plan assets at beginning of year	$	-	$	-
Plan participants' contributions		7		5
Employer contribution		24		18
Benefits paid		(31)		(23)
Fair value of plan assets at end of year	$	-	$	-
Funded status	$	(1,016)	$	(925)
Amounts recognized in the consolidated balance sheet
Pension and other postretirement benefits - current	$	(29)	$	(23)
Pension and other postretirement benefits - noncurrent	$	(987)	$	(902)
Accumulated other comprehensive (gain)/loss	$	33	$	(29)

($ in millions)	2017		2016		2015
Components of total postretirement benefit cost
Service cost	$	21	$	19	$	19
Interest cost on projected benefit obligation		40		37		30
Amortization of prior service (credit)/costs		(9)		(9)		(5)
Amortization of unrecognized loss		-		1		8
Net periodic postretirement benefit cost		52		48		52
Special termination benefits		-		3		-
Total postretirement benefit cost	$	52	$	51	$	52

The expected amortization of prior service credit in 2018 is $9 million and the expected amortization of unrecognized loss in 2018 is $2 million.

Assumptions used in the computation of annual OPEB costs and valuation of the year-end OPEB obligations were as follows:  

	2017	2016	2015
Discount rate - used at year end to value obligation	3.70% - 3.80%	4.10% - 4.30%	4.50% - 4.70%
Discount rate - used to compute annual cost	4.10% - 4.30%	4.50% - 4.70%	4.10% - 4.20%

The OPEB plan’s expected benefit payments over the next 10 years are as follows:

($ in millions)	Gross Benefit		Medicare Part D Subsidy		Total
2018	$	30	$	-	$	30
2019		37		-		37
2020		44		-		44
2021		49		-		49
2022		52		-		52
2023-2027		306		2		308
Total	$	518	$	2	$	520

For purposes of measuring year-end benefit obligations, we used, depending on medical plan coverage for different retiree groups, a 6.75% annual rate of increase in the per-capita cost of covered medical benefits, gradually decreasing to 5.00% in the year 2025 and remaining at that level thereafter. The effect of a 1% increase in the assumed medical cost trend rates for each future year on the aggregate of the service and interest cost components of the total postretirement benefit cost would be $1 million and the effect on the accumulated postretirement benefit obligation for health benefits would be $22 million. The effect of a 1% decrease in the assumed medical cost trend rates for each future year on the aggregate of the service and interest cost components of the total postretirement benefit cost would be $(1)million and the effect on the accumulated postretirement benefit obligation for health benefits would be $(22) million.

The amounts in accumulated other comprehensive (gain)/loss before tax that have not yet been recognized as components of net periodic benefit cost at December31, 2017 and 2016 are as follows:  

	Pension Plan				OPEB
($ in millions)	2017		2016		2017		2016
Net actuarial loss	$	556	$	647	$	54	$	1
Prior service cost/(credit)		-		-		(21)		(30)
Total	$	556	$	647	$	33	$	(29)

The amounts recognized as a component of accumulated other comprehensive loss for the years ended December 31, 2017 and 2016 are as follows:  

	Pension Plan				OPEB
($ in millions)	2017		2016		2017		2016
Accumulated other comprehensive (gain)/loss at
beginning of year	$	647	$	584	$	(29)	$	(20)
Net actuarial gain/(loss) recognized during year		(30)		(40)		-		(1)
Prior service (cost)/credit recognized during year		-		-		9		9
Net actuarial loss/(gain) occurring during year		22		103		53		(17)
Settlement loss recognized		(83)		-		-		-
Net amount recognized in comprehensive income
(loss) for the year		(91)		63		62		(9)
Accumulated other comprehensive (gain)/loss at
end of year	$	556	$	647	$	33	$	(29)

401(k) Savings Plans

We sponsor employee retirement savings plans under section 401(k) of the Internal Revenue Code. The plans cover substantially all full-time employees. Under certain plans, we provide matching contributions. Employer contributions were $48 million, $48 million and $28 million for 2017, 2016 and 2015, respectively.

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Fair Value Of Financial Instruments

12 Months Ended

Dec. 31, 2017

Fair Value Of Financial Instruments [Abstract]

Fair Value Of Financial Instruments

(18)Fair Value of Financial Instruments:

Fair value is defined under GAAP as the exit price associated with the sale of an asset or transfer of a liability in an orderly transaction between market participants at the measurement date. Valuation techniques used to measure fair value under GAAP must maximize the use of observable inputs and minimize the use of unobservable inputs. In addition, GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value.

The three input levels in the hierarchy of fair value measurements are defined by the FASB generally as follows:

Input LevelDescription of Input

Level 1            Observable inputs such as quoted prices in active markets for identical assets.

Level 2            Inputs other than quoted prices in active markets that are either directly or indirectly observable.

Level 3            Unobservable inputs in which little or no market data exists.

The following tables represent Frontier’s pension plan assets measured at fair value on a recurring basis as of December 31, 2017 and 2016:  

	Fair Value Measurements at December 31, 2017
($ in millions)	Total		Level 1		Level 2		Level 3
Cash and Cash Equivalents	$	37	$	37	$	-	$	-
U.S. Government Obligations		30		-		30		-
Corporate and Other Obligations		448		-		448		-
Common Stock		523		523		-		-
Common/Collective Trusts		1,215		-		1,215		-
Interest in Registered Investment Companies		324		324		-		-
Interest in Limited Partnerships and
Limited Liability Companies		115		-		-		115
Total investments at fair value	$	2,692	$	884	$	1,693	$	115
Interest and Dividend Receivable		6
Due from Broker for Securities Sold		40
Receivable Associated with Insurance Contract		7
Due to Broker for Securities Purchased		(71)
Total Plan Assets, at Fair Value	$	2,674

	Fair Value Measurements at December 31, 2016
($ in millions)	Total		Level 1		Level 2		Level 3
Cash and Cash Equivalents	$	42	$	42	$	-	$	-
U.S. Government Obligations		29		-		29		-
Corporate and Other Obligations		400		-		400		-
Common Stock		487		487		-		-
Common/Collective Trusts		1,104		-		1,104		-
Interest in Registered Investment Companies		334		334		-		-
Interest in Limited Partnerships and
Limited Liability Companies		118		-		-		118
Total investments at fair value	$	2,514	$	863	$	1,533	$	118
Receivable for plan assets of the CTF Operations		258
Interest and Dividend Receivable		6
Due from Broker for Securities Sold		27
Receivable Associated with Insurance Contract		7
Due to Broker for Securities Purchased		(46)
Total Plan Assets, at Fair Value	$	2,766

There have been no reclassifications of investments between Levels 1, 2 or 3 assets during the years ended December 31, 2017 or 2016.

The tables below set forth a summary of changes in the fair value of the Plan’s Level 3 assets for the years ended December 31, 2017 and 2016:

	Interest in Limited Partnerships and Limited Liability Companies
($ in millions)	2017		2016
Balance, beginning of year	$	118	$	92
Realized gains		12		7
Unrealized gains/(losses)		(2)		13
Purchases		-		15
Sales and distributions		(13)		(9)
Balance, end of year	$	115	$	118

The following table provides further information regarding the redemption of the Plan’s Level 3 investments as well as information related to significant unobservable inputs and the range of values for those inputs for the Plan’s interest in certain limited partnerships and limited liability companies as of December 31, 2017:

($ in millions)	Fair Value		Liquidation Period		Capitalization Rate
Interest in Limited Partnerships and Limited
Liability Companies (d)
MS IFHF SVP LP Cayman (a)	$	1		5 years		N/A
MS IFHF SVP LP Alpha (a)		1		5 years		N/A
RII World Timberfund, LLC (b)		5		10 years		N/A
426 E Casino Road, LLC (c)		15		N/A		7.00%
100 Comm Drive, LLC (c)		9		N/A		8.00%
100 CTE Drive, LLC (c)		10		N/A		9.50%
6430 Oakbrook Parkway, LLC (c)		26		N/A		7.75%
8001 West Jefferson, LLC (c)		26		N/A		8.75%
1500 MacCorkle Ave SE, LLC (c)		14		N/A		8.50%
400 S. Pike Road West, LLC (c)		1		N/A		8.50%
601 N US 131, LLC (c)		1		N/A		9.50%
9260 E. Stockton Blvd., LLC (c)		6		N/A		7.50%
Total Interest in Limited Partnerships and Limited
Liability Companies	$	115

(a) The partnerships’ investment objective is to seek capital appreciation principally through investing in investment funds managed by third party investment managers who employ a variety of alternative investment strategies. These instruments are subject to certain withdrawal restrictions. The Plan is in the process of liquidating its interest in the partnerships and distributions are expected to be made over the next four years.

(b) The fund’s objective is to realize substantial long-term capital appreciation by investing in timberland properties primarily in South America and Australia. This investment is subject to certain withdrawal restrictions.

(c) The entity invests in commercial real estate properties that are leased to Frontier. The leases are triple net, whereby Frontier is responsible for all expenses, including but not limited to, insurance, repairs and maintenance and payment of property taxes.

(d) All Level 3 investments have the same redemption frequency (through the liquidation of underlying investments) and redemption notice period (none).

The following table summarizes the carrying amounts and estimated fair values for long-term debt at December 31, 2017 and 2016. For the other financial instruments including cash, accounts receivable, restricted cash, long-term debt due within one year, accounts payable and other current liabilities, the carrying amounts approximate fair value due to the relatively short maturities of those instruments.

	2017				2016
		Carrying				Carrying
($ in millions)		Amount		Fair Value		Amount		Fair Value
Long-term debt	$	16,970	$	13,994	$	17,560	$	17,539

The fair value of our long-term debt is estimated based upon quoted market prices at the reporting date for those financial instruments.

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Commitments And Contingencies

12 Months Ended

Dec. 31, 2017

Commitments And Contingencies [Abstract]

Commitments And Contingencies

(19) Commitments and Contingencies:  

Although from time to time we make short-term purchasing commitments to vendors with respect to capital expenditures, we generally do not enter into firm, written contracts for such activities.

In June 2015, Frontier accepted the Federal Communications Commission’s (FCC) offer of support to price cap carriers under the Connect America Fund (CAF) Phase II program, which is intended to provide long-term support for broadband in high cost unserved or underserved areas. This program provides $332 million in annual support, including $49 million in annual support related to the properties acquired in the CTF Acquisition, through 2020 to make available 10 Mbps downstream/1 Mbps upstream broadband service to approximately 774,000 households across certain of the 29 states where we now operate. To the extent we do not enable the required number of households with 10 Mbps downstream/1 Mbps upstream broadband service by the end of the CAF Phase II term, we will be required to return a portion of the funds previously received.

On April 28, 2016, the FCC completed its inquiry into whether certain terms and conditions contained in specifically identified special access tariff pricing plans offered by four carriers, including Frontier, are just and reasonable. The FCC held that certain of the tariff terms for business data TDM services, specifically DS1s and DS3s, were unreasonable. Specifically, the FCC struck down “excessive” early termination fees and “all-or-nothing” provisions. Frontier has revised its tariffs in accordance with the FCC’s Order. The FCC’s decision has no retroactive effect, and we anticipate no material impact to Frontier from it.

The FCC deferred the issue of how its ruling will affect customers currently purchasing services from these tariffs to a Notice of Proposed Rulemaking. It is seeking comment on proposed changes to the way the FCC regulates traditional special access services and, on a proposal, to adopt pricing rules for Ethernet services in markets that are found to be “noncompetitive.” The potential impact to Frontier of this proceeding is unknown, though any pending initiative could adversely affect our operations or financial results.

We are party to various legal proceedings (including individual, class and putative class actions, governmental investigations) arising in the normal course of our business covering a wide range of matters and types of claims including, but not limited to, general contracts, billing disputes, rights of access, taxes and surcharges, consumer protection, advertising, trademark and patent infringement, employment, regulatory, tort, claims of competitors and disputes with other carriers. Litigation is subject to uncertainty and the outcome of individual matters is not predictable. However, we believe that the ultimate resolution of all such matters, after considering insurance coverage or other indemnities to which we are entitled, will not have a material adverse effect on our financial position, results of operations, or cash flows.

In October 2013, the California Attorney General’s Office notified certain Verizon companies, including one of the subsidiaries that we acquired in the CTF Acquisition, of potential violations of California state hazardous waste statutes primarily arising from the disposal of electronic components, batteries and aerosol cans at certain California facilities. We are cooperating with this investigation. We have accrued an amount for potential penalties that we deem to be probable and reasonably estimated, and we do not expect that any potential penalties, if ultimately incurred, will be material in comparison to the established accrual.

We accrue an expense for pending litigation when we determine that an unfavorable outcome is probable, and the amount of the loss can be reasonably estimated. Legal defense costs are expensed as incurred. None of our existing accruals for pending matters, after considering insurance coverage, is material. We monitor our pending litigation for the purpose of adjusting our accruals and revising our disclosures accordingly, when required. Litigation is, however, subject to uncertainty, and the outcome of any particular matter is not predictable. We will vigorously defend our interests in pending litigation, and as of this date, we believe that the ultimate resolution of all such matters, after considering insurance coverage or other indemnities to which we are entitled, will not have a material adverse effect on our consolidated financial position, results of operations, or our cash flows.

We conduct certain of our operations in leased premises and also lease certain equipment and other assets pursuant to operating leases. The lease arrangements have terms ranging from 1 to 99 years and several contain rent escalation clauses providing for increases in monthly rent at specific intervals. When rent escalation clauses exist, we record annual rental expense based on the total expected rent payments on a straight-line basis over the lease term. Certain leases also have renewal options. Renewal options that are reasonably assured are included in determining the lease term.

Future minimum rental commitments for all long-term noncancelable operating leases as of December31, 2017 are as follows:

($ in millions)	Operating Leases
Year ending December 31:
2018	$	80
2019		25
2020		29
2021		26
2022		23
Thereafter		388
Total minimum lease payments	$	571

Total rental expense included in our consolidated statements of operations for the years ended December31, 2017, 2016 and 2015 was $106 million, $137 million and $119 million, respectively.

We are party to contracts with several unrelated long-distance carriers. The contracts provide fees based on traffic they carry for us subject to minimum monthly fees.

At December31, 2017, the estimated future payments for obligations under our noncancelable long-distance contracts and service agreements are as follows:

($ in millions)	Amount
Year ending December 31:
2018	$	37
2019		40
2020		31
2021		7
2022		2
Thereafter		9
Total	$	126

At December 31, 2017, we have outstanding performance letters of credit as follows:

($ in millions)	Amount
CNA Financial Corporation (CNA)	$	49
AIG Insurance		114
Zurich		28
All other		1
Total	$	192

CNA serves as our insurance carrier with respect to casualty claims (auto liability, general liability and workers’ compensation) with dates of loss prior to June 1, 2017 (except for those claims which arise out of the operations acquired from CTF that have dates of loss prior to April 1, 2016). As our insurance carrier, they administer the casualty claims and make claim payments on our behalf. We reimburse CNA for such services upon presentation of their invoice. To serve as our carrier and make payments on our behalf, CNA requires that we establish a letter of credit in their favor.  CNA could potentially draw against this letter of credit if we failed to reimburse CNA in accordance with the terms of our agreement. The amount of the letter of credit is reviewed annually and adjusted based on claims history.

Zurich serves as our insurance carrier with respect to casualty claims (auto liability, general liability and workers’ compensation) with dates of loss from June 1, 2017 and going forward. As our insurance carrier, they administer the casualty claims and make claim payments on our behalf. We reimburse Zurich for such services upon presentation of their invoice. To serve as our carrier and make payments on our behalf, Zurich requires that we establish a letter of credit in their favor.  Zurich could potentially draw against this letter of credit if we failed to reimburse Zurich in accordance with the terms of our agreement. The amount of the letter of credit is reviewed annually and adjusted based on claims history.

AIG Insurance serves as our insurance carrier with respect to casualty claims (auto liability, general liability and workers’ compensation) that were acquired from CTF, as well as new claims which arise out of the operations acquired from CTF that have dates of loss prior to April 1, 2016. Sedgwick, a third-party claims administrator, administers the casualty claims and make claim payments on our behalf. We reimburse Sedgwick for such services upon presentation of their invoice. However, to serve as our insurance carrier, AIG Insurance requires that we establish a letter of credit in their favor. AIG Insurance could potentially draw against this letter of credit if we failed to meet the insurance-related and claims-related obligations we assumed in accordance with the terms of our agreement. The amount of the letter of credit is reviewed annually and adjusted based on claims history.

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Description Of Business And Summary Of Significant Accounting Policies (Policy)

12 Months Ended

Dec. 31, 2017

Description Of Business And Summary Of Significant Accounting Policies [Abstract]

Description of Business

(a)  Description of Business:

Frontier Communications Corporation (Frontier) is the fourth largest Incumbent Local Exchange Carrier (ILEC) in the United States, with approximately 4.9 million customers, 3.9 million broadband subscribers and 22,700 employees, operating in 29 states. Frontier was incorporated in 1935, originally under the name of Citizens Utilities Company and was known as Citizens Communications Company until July 31, 2008. Frontier and its subsidiaries are referred to as “we,” “us,” “our,” “Frontier,” or the “Company” in this report.

Effective April 1, 2016, Frontier’s scope of operations and balance sheet changed materially as a result of the completion of the CTF Acquisition, as described in Note 3 - Acquisitions. Historical financial data presented for Frontier is not indicative of the future financial position or operating results for Frontier, and includes the results of the CTF Operations, as defined in Note 3 – Acquisitions, from the date of acquisition on April 1, 2016.

Basis of Presentation and Use of Estimates

(b)  Basis of Presentation and Use of Estimates:

Our consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP). Certain reclassifications of amounts previously reported have been made to conform to the current presentation. All significant intercompany balances and transactions have been eliminated in consolidation.

For our financial statements as of and for the period ended December 31, 2017, we evaluated subsequent events and transactions for potential recognition or disclosure through the date that we filed this Form 10-K with the Securities and Exchange Commission (SEC).

The preparation of our financial statements in conformity with GAAP requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities at the date of the financial statements, (ii) the disclosure of contingent assets and liabilities, and (iii) the reported amounts of revenue and expenses during the reporting period. Actual results may differ from those estimates. Estimates and judgments are used when accounting for the allowance for doubtful accounts, asset impairments, indefinite-lived intangibles, depreciation and amortization, income taxes, business combinations, and pension and other postretirement benefits, among others.

On July 10, 2017, we effected a one for fifteen reverse stock split of our common stock. The reverse stock split reduced the number of common shares issued (which includes outstanding shares and treasury shares) from approximately 1,193,000,000 shares to 80,000,000 shares, and reduced shares outstanding from 1,178,000,000 shares to 79,000,000 shares. In addition, and at the same time, the total number of shares of common stock that Frontier is authorized to issue changed from 1,750,000,000 shares to 175,000,000 shares. There was no change in the par value of the common stock, and no fractional shares were issued. All share and per share amounts in the financial statements and footnotes have been retroactively adjusted for all periods presented to give effect to the reverse stock split. As a result of our reverse stock split the conversion rates of our Series A Preferred Stock were proportionately adjusted.

Cash Equivalents

(c)  Cash Equivalents:

We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents. Restricted cash of $14 million is included within “Income taxes and other current assets” on our consolidated balance sheet as of December 31, 2017.  This amount represents funds held as collateral by certain insurance carriers, of which $7 million was released in January 2018, and the remainder expected to be released in the first quarter of 2018.

Revenue Recognition

(d)  Revenue Recognition:

Revenue is recognized when services are provided or when products are delivered to customers. Revenue that is billed in advance includes monthly recurring network access services (including data services), special access services and monthly recurring voice, video and related charges. The unearned portion of these fees is initially deferred as a component of “Advanced billings” on our consolidated balance sheet and recognized as revenue over the period that the services are provided. Revenue that is billed in arrears includes non-recurring network access services (including data services), switched access services and non-recurring voice and video services. The earned but unbilled portion of these fees is recognized as revenue in our consolidated statements of operations and accrued in “Accounts Receivable” on our consolidated balance sheet in the period that the services are provided. Excise taxes are recognized as a liability when billed. Installation fees and their related direct and incremental costs are initially deferred and recognized as revenue and expense over the average term of a customer relationship. We recognize as current period expense the portion of installation costs that exceeds installation fee revenue.

Frontier collects various taxes from its customers and subsequently remits these taxes to governmental authorities. Substantially all of these taxes are recorded through the consolidated balance sheet and presented on a net basis in our consolidated statements of operations. We also collect Universal Service Fund (USF) surcharges from customers (primarily federal USF) that we have recorded on a gross basis in our consolidated statements of operations and included within “Revenue” and “Network related expenses” of $216 million, $217 million and $151 million for the years ended December 31, 2017, 2016 and 2015, respectively.

In 2015 we accepted the FCC’s Connect America Fund (CAF) Phase II offer of support, which is a successor to and augments the USF frozen high cost support that we had been receiving pursuant to a 2011 FCC order. Upon completion of the CTF Acquisition, Frontier assumed the CAF Phase II support and related obligations that Verizon had previously accepted with regard to California and Texas. CAF Phase II funding is a program intended to subsidize the high cost of establishing and delivering communications services to certain unserved or underserved areas. We are recognizing these subsidies into revenue on a straight line basis, which is consistent with how the costs related to these subsidies are being and are expected to be incurred. CAF Phase II is a multi-year program which requires us to deploy broadband to a specified number of households in each of the states where funding was accepted. Failure to meet our deployment obligations at the end of the program in 2020 will result in a return of a portion of the funding received. We regularly evaluate our ability to meet our broadband deployment obligations and adjust revenue accordingly.

We categorize our products, services and other revenues among the following five categories:

·   Data and Internet services include broadband services for consumer and commercial customers. We provide data transmission services to high volume commercial customers and other carriers with dedicated high capacity circuits (“nonswitched access”) including services to wireless providers (“wireless backhaul”);

·   Voice services include traditional local and long-distance wireline services, Voice over Internet Protocol (VoIP) services, as well as a number of unified messaging services offered to our consumer and commercial customers. Voice services also include the long-distance voice origination and termination services that we provide to our commercial customers and other carriers;

·   Video services include revenues generated from services provided directly to consumer customers through the FiOS® and Vantage video brands, and through DISH® satellite TV services;

·   Other customer revenue includes sales of customer premise equipment to our commercial customers and directory services, less our provision for bad debts; and

·   Switched Access and Subsidy revenues include revenues derived from allowing other carriers to use our network to originate and/or terminate their local and long-distance voice traffic (“switched access”). These services are primarily billed on a minutes-of-use basis applying tariffed rates filed with the FCC or state agencies. We also receive cost subsidies from state and federal authorities, including the Connect America Fund Phase II.

The following table provides a summary of revenues from external customers by the categories of Frontier’s products and services:

	For the year ended December 31,
($ in millions)	2017		2016		2015
Data and Internet services	$	3,862	$	3,693	$	2,337
Voice services		2,864		2,886		2,022
Video services		1,304		1,244		285
Other		322		276		255
Customer revenue		8,352		8,099		4,899
Switched access and subsidy		776		797		677
Total revenue	$	9,128	$	8,896	$	5,576

Property, Plant and Equipment

(e)  Property, Plant and Equipment:  

Property, plant and equipment are stated at original cost, including capitalized interest, or fair market value as of the date of acquisition for acquired properties. Maintenance and repairs are charged to operating expenses as incurred. The gross book value of routine property, plant and equipment retirements is charged against accumulated depreciation.

Goodwill and Other Intangibles

(f)Goodwill and Other Intangibles:

Goodwill represents the excess of purchase price over the fair value of identifiable tangible and intangible net assets acquired. We undertake studies to determine the fair values of assets and liabilities acquired and allocate purchase prices to assets and liabilities, including property, plant and equipment, goodwill and other identifiable intangibles. We examine the carrying value of our goodwill and trade name annually as of December 31, or more frequently, as circumstances warrant, to determine whether there are any impairment losses. We test for goodwill impairment at the “operating segment” level, as that term is defined in GAAP. 

We determined that we have one operating segment based on a number of factors that our management uses to evaluate and run our business operations, including similarities of customers, products and technology. We tested goodwill for impairment as of December 31, 2017 as a result of the continued decline in share price of our common stock since September 30, 2017, the date of our last goodwill impairment test. Refer to Note 6 for a discussion of our goodwill impairment testing and results as of December 31, 2017. As stated in Note 2, we early adopted ASU No. 2017-04, “Simplifying the Test for Goodwill Impairment” during 2017 in conjunction with our goodwill impairment assessment.

Frontier amortizes finite-lived intangible assets over their estimated useful lives on the accelerated method of sum of the years digits. We review such intangible assets at least annually as of December 31 to assess whether any potential impairment exists and whether factors exist that would necessitate a change in useful life and a different amortization period.

Impairment of Long-Lived Assets and Long-Lived Assets to Be Disposed Of

(g)  Impairment of Long-Lived Assets and Long-Lived Assets to Be Disposed Of:

We review long-lived assets to be held and used, including customer lists, and long-lived assets to be disposed of for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured by comparing the carrying amount of the asset to the future undiscounted net cash flows expected to be generated by the asset. Recoverability of assets held for sale is measured by comparing the carrying amount of the assets to their estimated fair market value. If any assets are considered to be impaired, the impairment is measured by the amount by which the carrying amount of the assets exceeds the estimated fair value. Also, we periodically reassess the useful lives of our tangible and intangible assets to determine whether any changes are required.

Income Taxes and Deferred Income Taxes

(h)  Income Taxes and Deferred Income Taxes:  

We file a consolidated federal income tax return. We utilize the asset and liability method of accounting for income taxes. Under the asset and liability method, deferred income taxes are recorded for the tax effect of temporary differences between the financial statement basis and the tax basis of assets and liabilities using tax rates expected to be in effect when the temporary differences are expected to reverse.

Stock Plans

(i)   Stock Plans:

We have various stock-based compensation plans. Awards under these plans are granted to eligible employees and directors. Awards may be made in the form of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units or other stock-based awards, including awards with performance, market and time-vesting conditions. Our general policy is to issue shares from treasury upon the grant of restricted shares, earning of performance shares and the exercise of options.

The compensation cost recognized is based on awards ultimately expected to vest. GAAP requires forfeitures to be estimated and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates.

Net Loss Per Share Attributable to Frontier Common Shareholders

Net Loss Per Share Attributable to Frontier Common Shareholders:

Basic net loss per common share is computed using the weighted average number of common shares outstanding during the period being reported on, excluding unvested restricted stock awards. The impact of dividends paid on unvested restricted stock awards have been deducted in the determination of basic and diluted net income (loss) per share attributable to Frontier common shareholders. Except when the effect would be antidilutive, diluted net income per common share reflects the dilutive effect of certain common stock equivalents, as described further in Note 13 – Net Loss Per Common Share.

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Description Of Business And Summary Of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2017

Description Of Business And Summary Of Significant Accounting Policies [Abstract]

Schedule Of Revenue From External Customers

	For the year ended December 31,
($ in millions)	2017		2016		2015
Data and Internet services	$	3,862	$	3,693	$	2,337
Voice services		2,864		2,886		2,022
Video services		1,304		1,244		285
Other		322		276		255
Customer revenue		8,352		8,099		4,899
Switched access and subsidy		776		797		677
Total revenue	$	9,128	$	8,896	$	5,576

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Acquisitions (Tables)

12 Months Ended

Dec. 31, 2017

Business Acquisition [Line Items]

Schedule Of Acquisition And Integration Costs

	For the year ended December 31,
($ in millions)	2017		2016		2015
Acquisition costs:
CTF Acquisition	$	-	$	23	$	44
Connecticut Acquisition		-		-		1
		-		23		45
Integration costs:
CTF Acquisition		25		412		152
Connecticut Acquisition		-		1		39
		25		413		191
Total acquisition and
integration costs	$	25	$	436	$	236

CTF Transaction [Member]

Business Acquisition [Line Items]

Schedule Of Purchase Price Allocation

($ in millions)
Current assets	$	353
Property, plant & equipment		6,096
Goodwill		2,606
Other intangibles - primarily customer base		2,262
Current liabilities		(579)
Long-term debt		(544)
Other liabilities		(323)
Total net assets acquired	$	9,871

Unaudited Pro Forma Information

		(Unaudited)
		For the year ended December 31,
($ in millions, except per share amounts)		2016		2015
Revenue	$	10,255	$	11,157
Operating income	$	1,433	$	1,529
Net loss attributable to Frontier
common shareholders	$	(262)	$	(192)
Basic and diluted net loss per
share attributable to Frontier
common shareholders	$	(3.38)	$	(2.66)

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Accounts Receivable (Tables)

12 Months Ended

Dec. 31, 2017

Accounts Receivable [Abstract]

Accounts Receivable

($ in millions)	2017		2016
Retail and Wholesale	$	801	$	979
Other		87		90
Less: Allowance for doubtful accounts		(69)		(131)
Accounts receivable, net	$	819	$	938

Schedule Of Allowance For Doubtful Accounts

($ in millions)	Balance at beginning of Period		Charged to Other Revenue		Charged (Credited) to Switched and Nonswitched Revenue and Other Accounts		Write-offs, net of Recoveries		Balance at end of Period
2015	$	72	$	67	$	(17)	$	(65)	$	57
2016	$	57	$	164	$	15	$	(105)	$	131
2017	$	131	$	109	$	(22)	$	(149)	$	69

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Property, Plant And Equipment (Tables)

12 Months Ended

Dec. 31, 2017

Property, Plant And Equipment [Abstract]

Property, Plant And Equipment, Net

($ in millions)	Estimated Useful Lives	2017		2016
Land	N/A	$	231	$	235
Buildings and leasehold improvements	41 years		2,282		2,320
General support	5 to 17 years		1,570		1,502
Central office/electronic circuit equipment	5 to 18 years		8,137		7,683
Poles	30 years		1,095		995
Cable, fiber and wire	15 to 25 years		10,997		10,292
Conduit	55 years		1,646		1,611
Construction work in progress			538		903
Property, plant and equipment			26,496		25,541
Less: Accumulated depreciation			(12,119)		(10,639)
Property, plant and equipment, net		$	14,377	$	14,902

Schedule Of Depreciation Expense

	For the Year Ended
($ in millions)	2017		2016		2015
Depreciation expense	$	1,485	$	1,388	$	983

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Goodwill And Other Intangibles (Tables)

12 Months Ended

Dec. 31, 2017

Goodwill And Other Intangibles [Abstract]

Schedule Of Goodwill Activity

($ in millions)	Goodwill
Balance at January 1, 2016	$	7,166
CTF Acquisition (Note 3)		2,508
Balance at December 31, 2016		9,674
CTF Acquisition adjustment		98
Goodwill impairment		(2,748)
Balance at December 31, 2017	$	7,024

Components Of Other Intangibles

	2017						2016
($ in millions)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Other Intangibles:
Customer base	$	5,188	$	(3,294)	$	1,894	$	5,088	$	(2,604)	$	2,484
Trade name		122		-		122		122		-		122
Royalty agreement		72		(25)		47		72		(16)		56
Total other intangibles	$	5,382	$	(3,319)	$	2,063	$	5,282	$	(2,620)	$	2,662

Schedule Of Amortization Expense

	For the Year Ended
($ in millions)	2017		2016		2015
Amortization expense	$	699	$	643	$	337

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Long-Term Debt (Tables)

12 Months Ended

Dec. 31, 2017

Long-Term Debt [Abstract]

Long-Term Debt

				Year ended December 31, 2017
($ in millions)	January 1, 2017		Payments and Retirements		New Borrowings		December 31, 2017		Interest Rate at December 31, 2017*
Senior & Subsidiary
Unsecured Debt	$	15,900	$	(1,655)	$	-	$	14,245	9.22%
Senior Secured Debt		2,151		(155)		1,500		3,496	5.24%
Secured Subsidiary Debt		100		-		-		100	8.50%
Secured Debt		19		(3)		-		16	5.56%
Rural Utilities Service Loan Contracts		8		(1)		-		7	6.15%
Total Debt	$	18,178	$	(1,814)	$	1,500	$	17,863	8.44%
Less: Debt Issuance Costs		(209)						(183)
Less: Debt Premium (Discount)		(46)						(54)
Less: Current Portion		(363)						(656)
Total Long-Term Debt	$	17,560					$	16,970

* Interest rate includes amortization of debt issuance costs and debt premiums or discounts.  The interest rates at December 31, 2017 represent a weighted average of multiple issuances.

Schedule Of Debt

	2017			2016
	Principal		Interest	Principal		Interest
($ in millions)	Outstanding		Rate	Outstanding		Rate
Senior Unsecured Debt Due:
4/15/2017	$	-	8.250%	$	210	8.250%
10/1/2018		491	8.125%		583	8.125%
3/15/2019		404	7.125%		434	7.125%
4/15/2020		619	8.500%		1,169	8.500%
9/15/2020		303	8.875%		1,066	8.875%
7/1/2021		490	9.250%		500	9.250%
9/15/2021		775	6.250%		775	6.250%
4/15/2022		500	8.750%		500	8.750%
9/15/2022		2,188	10.500%		2,188	10.500%
1/15/2023		850	7.125%		850	7.125%
4/15/2024		750	7.625%		750	7.625%
1/15/2025		775	6.875%		775	6.875%
9/15/2025		3,600	11.000%		3,600	11.000%
11/1/2025		138	7.000%		138	7.000%
8/15/2026		2	6.800%		2	6.800%
1/15/2027		346	7.875%		346	7.875%
8/15/2031		945	9.000%		945	9.000%
10/1/2034		1	7.680%		1	7.680%
7/1/2035		125	7.450%		125	7.450%
10/1/2046		193	7.050%		193	7.050%
		13,495			15,150
Senior Secured Debt Due:
10/24/2019(1)		245	5.445% (Variable)		280	4.145% (Variable)
3/31/2021(2)		1,483	4.320% (Variable)		1,564	3.270% (Variable)
10/12/2021(3)		276	5.445% (Variable)		307	4.145% (Variable)
6/15/2024(4)		1,492	5.320% (Variable)		-
		3,496			2,151
Subsidiary Debentures Due:
5/15/2027		200	6.750%		200	6.750%
2/1/2028		300	6.860%		300	6.860%
2/15/2028		200	6.730%		200	6.730%
10/15/2029		50	8.400%		50	8.400%
11/15/2031		100	8.500%		100	8.500%
		850			850
Total	$	17,841	8.1%(5)	$	18,151	8.3% (5)

(1)  Represents borrowings under the 2014 CoBank Credit Agreement, as defined below.

(2)  Represents borrowings under the JPM Credit Agreement Term Loan A, as defined below.

(3)  Represents borrowings under the 2016 CoBank Credit Agreement, as defined below.

(4)  Represents borrowings under the JPM Credit Agreement Term Loan B, as defined below.

(5)  Interest rate represents a weighted average of the stated interest rates of multiple issuances.

Debt Maturities by Year

	Principal
($ in millions)	Payments
2018	$	656
2019	$	804
2020	$	1,132
2021	$	2,558
2022	$	2,703
Thereafter	$	10,010

Schedule Of Future Minimum Lease Obligations

($ in millions)	Finance Lease Obligations		Capital Lease Obligations
Year ending December 31:
2018	$	9	$	41
2019		9		29
2020		10		19
2021		10		12
2022		10		9
Thereafter		52		9
Total future payments		100		119
Less: Amounts representing interest		(55)		(14)
Present value of minimum lease payments	$	45	$	105

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Restructuring Costs (Tables)

12 Months Ended

Dec. 31, 2017

Restructuring Costs [Abstract]

Changes In Restructuring Reserve

	Restructuring
($ in millions)	Liability
Balance, January 1, 2016	$	1
Severance costs		65
Cash payments during the period		(19)
Balance, December 31, 2016		47
Severance costs		68
Cash payments during the period		(90)
Balance, December 31, 2017	$	25

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Investment and Other Income, Net (Tables)

12 Months Ended

Dec. 31, 2017

Investment and Other Income, Net [Abstract]

Components Of Investment and Other Income, Net

($ in millions)	2017		2016		2015
Interest and dividend income	$	6	$	13	$	7
Gain on expiration/settlement of customer advances		-		13		-
All other, net		(3)		1		-
Total investment and other income, net	$	3	$	27	$	7

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Stock Plans (Tables)

12 Months Ended

Dec. 31, 2017

Stock Plans [Abstract]

LTIP Target Performance Shares

	Number of
	Shares
	(in thousands)
Balance at December 31, 2014	179
LTIP target performance shares granted	49
LTIP target performance shares earned	(50)
LTIP target performance shares forfeited	(10)
Balance at December 31, 2015	168
LTIP target performance shares granted	111
LTIP target performance shares earned	(59)
LTIP target performance shares forfeited	(30)
Balance at December 31, 2016	190
LTIP target performance shares granted	211
LTIP target performance shares earned	(41)
LTIP target performance shares forfeited	(54)
Balance at December 31, 2017	306

Restricted Shares Outstanding

		Weighted
		Average
	Number of	Grant Date		Aggregate
	Shares	Fair Value		Fair Value
	(in thousands)	(per share)		(in millions)
Balance at December 31, 2014	512	$	71.25	$	52
Restricted stock granted	188	$	118.80	$	13
Restricted stock vested	(214)	$	73.35	$	15
Restricted stock forfeited	(24)	$	76.50
Balance at December 31, 2015	462	$	88.95	$	33
Restricted stock granted	396	$	65.40	$	20
Restricted stock vested	(248)	$	78.90	$	13
Restricted stock forfeited	(61)	$	76.65
Balance at December 31, 2016	549	$	78.00	$	28
Restricted stock granted	454	$	47.77	$	3
Restricted stock vested	(240)	$	80.86	$	2
Restricted stock forfeited	(130)	$	60.92
Balance at December 31, 2017	633	$	58.63	$	4

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Income Taxes (Tables)

12 Months Ended

Dec. 31, 2017

Income Taxes [Abstract]

Reconciliation Of Provision For Income Taxes

	2017		2016		2015
Consolidated tax provision at federal statutory rate	35.0	%	35.0	%	35.0	%
State income tax provisions, net of federal income
tax benefit	1.7		(0.1)		8.7
Tax reserve adjustment	0.1		0.6		(0.3)
Domestic production activities deduction	-		(1.9)		-
Changes in certain deferred tax balances	(0.4)		5.8		0.8
Goodwill impairment	(19.1)		-		-
Federal research and development credit	0.1		1.0		1.5
Non-deductible transaction costs	-		-		0.4
Deferred Tax Remeasurement - 2017 Tax Reform	26.1		-		-
All other, net	(0.1)		(0.2)		(0.3)
Effective tax rate	43.4	%	40.2	%	45.8	%

Components of Net Deferred Income Tax Liability (Asset)

($ in millions)	2017		2016
Deferred income tax liabilities:
Property, plant and equipment basis differences	$	2,022	$	2,751
Intangibles		140		878
Deferred revenue/expense		8		14
Other, net		4		12
	$	2,174	$	3,655
Deferred income tax assets:
Pension liability		176		273
Tax operating loss carryforward		960		687
Employee benefits		192		255
Accrued expenses		23		44
Lease obligations		39		75
Tax credit		43		30
Allowance for doubtful accounts		7		44
Other, net		2		2
		1,442		1,410
Less: Valuation allowance		(407)		(271)
Net deferred income tax asset		1,035		1,139
Net deferred income tax liability	$	1,139	$	2,516

Schedule of Components of Income Tax Expense (Benefit)

($ in millions)	2017		2016		2015
Income tax expense (benefit):
Current:
Federal	$	(4)	$	(52)	$	8
State		5		7		(6)
Total Current		1		(45)		2
Deferred:
Federal		(1,312)		(145)		(126)
State		(72)		(60)		(41)
Total Deferred		(1,384)		(205)		(167)
Total income tax expense (benefit)		(1,383)		(250)		(165)
Income taxes charged (credited) to equity of Frontier:
Utilization of the benefits arising from restricted stock		(1)		(5)		-
Deferred income taxes (benefits) arising from the recognition
of additional pension/OPEB liability		7		(21)		36
Total income taxes charged (credited) to equity of Frontier		6		(26)		36
Total income taxes	$	(1,377)	$	(276)	$	(129)

Changes in the Balance of Unrecognized Tax Benefits

($ in millions)	2017		2016
Unrecognized tax benefits - beginning of year	$	16	$	19
Gross increases - prior year tax positions		-		3
Gross increases - current year tax positions		3		3
Gross decreases - FIN 48 liability release		(7)		(9)
Gross decreases - expired statute of limitations		-		-
Unrecognized tax benefits - end of year	$	12	$	16

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Net Loss Per Common Share (Tables)

12 Months Ended

Dec. 31, 2017

Net Loss Per Common Share [Abstract]

Calculation Of Net Income (Loss) Per Common Share

($ in millions and shares in thousands, except per share amounts)	2017		2016		2015
Net loss used for basic and diluted earnings (loss)
per share:
Net loss attributable to Frontier common shareholders	$	(2,018)	$	(587)	$	(316)
Less:  Dividends paid on unvested restricted stock awards		(2)		(3)		(3)
Total basic net loss attributable to Frontier
common shareholders	$	(2,020)	$	(590)	$	(319)
Effect of loss related to dilutive stock units		-		-		-
Total diluted net loss attributable to Frontier
common shareholders	$	(2,020)	$	(590)	$	(319)
Basic earnings (loss) per share:
Total weighted average shares and unvested restricted stock
awards outstanding - basic		78,409		78,142		72,787
Less:  Weighted average unvested restricted stock awards		(673)		(535)		(479)
Total weighted average shares outstanding - basic		77,736		77,607		72,308
Basic net loss per share attributable to Frontier
common shareholders	$	(25.99)	$	(7.61)	$	(4.41)
Diluted earnings (loss) per share:
Total weighted average shares outstanding - basic		77,736		77,607		72,308
Effect of dilutive shares		-		-		-
Total weighted average shares outstanding - diluted		77,736		77,607		72,308
Diluted net loss per share attributable to Frontier
common shareholders	$	(25.99)	$	(7.61)	$	(4.41)

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Comprehensive Loss (Tables)

12 Months Ended

Dec. 31, 2017

Comprehensive Loss [Abstract]

Accumulated Other Comprehensive Loss, Net of Tax

($ in millions)	Pension Costs		OPEB Costs		Total
Balance at December 31, 2014 (a)	$	(330)	$	(74)	$	(404)
Other comprehensive income (loss) before reclassifications		(51)		82		31
Amounts reclassified from accumulated other comprehensive income (loss)		18		2		20
Net current-period other comprehensive income (loss)		(33)		84		51
Balance at December 31, 2015 (a)		(363)		10		(353)
Other comprehensive income (loss) before reclassifications		(65)		11		(54)
Amounts reclassified from accumulated other comprehensive income (loss)		25		(5)		20
Net current-period other comprehensive income (loss)		(40)		6		(34)
Balance at December 31, 2016 (a)		(403)		16		(387)
Other comprehensive income (loss) before reclassifications		(12)		(31)		(43)
Amounts reclassified from accumulated other comprehensive income (loss)		70		(6)		64
Net current-period other comprehensive income (loss)		58		(37)		21
Balance at December 31, 2017 (a)	$	(345)	$	(21)	$	(366)

^(a) Pension and OPEB amounts are net of deferred tax balances of $223 million, $231 million, $211 million, and $247 million as of December 31, 2017, 2016, 2015, and 2014, respectively

Reclassification Out of Accumulated Other Comprehensive Income

	Amount Reclassified from
($ in millions)	Accumulated Other Comprehensive Loss (a)
Details about Accumulated Other Comprehensive Loss Components	2017		2016		2015		Affected Line Item in the Statement Where Net loss  is Presented
Amortization of Pension Cost Items (b)
Actuarial gains (losses)	$	(30)	$	(40)	$	(29)
Pension settlement costs		(83)		-		-
Reclassifications, pretax		(113)		(40)		(29)	loss before income taxes
Tax Impact		43		15		11	Income tax (expense) benefit
Reclassifications, net of tax	$	(70)	$	(25)	$	(18)	Net loss
Amortization of OPEB Cost Items (b)
Prior-service credits/(costs)	$	9	$	9	$	5
Actuarial gains (losses)		-		(1)		(8)
Reclassifications, pretax		9		8		(3)	loss before income taxes
Tax impact		(3)		(3)		1	Income tax (expense) benefit
Reclassifications, net of tax	$	6	$	5	$	(2)	Net loss

(a) Amounts in parentheses indicate losses.

(b) These accumulated other comprehensive loss components are included in the computation of net periodic pension and OPEB costs (see Note 17 - Retirement Plans for additional details)

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Quarterly Financial Data (Tables)

12 Months Ended

Dec. 31, 2017

Quarterly Financial Data [Abstract]

Quarterly Financial Information

($ in millions, except per share amounts)	First Quarter		Second Quarter		Third Quarter		Fourth Quarter		Total Year
2017
Revenue	$	2,356	$	2,304	$	2,251	$	2,217	$	9,128
Operating income (loss)		271		(394)		309		(1,754)		(1,568)
Net loss attributable to Frontier
common shareholders (1) (2)		(129)		(715)		(92)		(1,082)		(2,018)
Basic net loss per share attributable
to Frontier common shareholders(1) (2)	$	(1.67)	$	(9.20)	$	(1.19)	$	(13.91)	$	(25.99)
Diluted net loss per share attributable
to Frontier common shareholders(1) (2)	$	(1.67)	$	(9.21)	$	(1.19)	$	(13.91)	$	(25.99)

(1) During the fourth quarter of 2017, we recorded a goodwill impairment charge of $2,078 million ($1,822 million after-tax). Refer to Note 6 for further details.

(2) The quarterly net loss per share amounts are rounded to the nearest cent.  Annual net loss per share may vary depending on the effect of such rounding.

($ in millions, except per share amounts)	First Quarter		Second Quarter		Third Quarter		Fourth Quarter		Total Year
2016
Revenue	$	1,355	$	2,608	$	2,524	$	2,409	$	8,896
Operating income		58		311		264		255		888
Net loss attributable to Frontier
common shareholders (1) (2) (4)		(240)		(80)		(134)		(133)		(587)
Basic net loss per share attributable
to Frontier common shareholders(1) (2) (3) (4)	$	(3.10)	$	(1.05)	$	(1.73)	$	(1.73)	$	(7.61)
Diluted net loss per share attributable
to Frontier common shareholders(1) (2) (3) (4)	$	(3.10)	$	(1.05)	$	(1.73)	$	(1.73)	$	(7.61)

(1) During the fourth quarter of 2016, we recorded acquisition and integration expenses of $49 million ($48 million after-tax) related to the CTF acquisition in June 2016.

(2) During the fourth quarter of 2016, we recorded restructuring costs and other charges of $80 million ($52 million after-tax) related to severance expense and special termination benefits resulting from a reduction in the workforce.

(3) The quarterly net loss per share amounts are rounded to the nearest cent.  Annual net loss per share may vary depending on the effect of such rounding.

The change in revenue, operating income, net loss, and net loss per share during the second quarter of 2016 and each subsequent quarter of 2016 reflects additional results of the CTF Operations related to the CTF Acquisition, as described further in Note 3.

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Retirement Plans (Tables)

12 Months Ended

Dec. 31, 2017

Retirement Plans [Abstract]

Projected Benefit Obligations, Fair Values of Plan Assets and Amounts Recognized in the Balance Sheet

($ in millions)	2017		2016
Change in projected benefit obligation (PBO)
PBO at beginning of year	$	3,465	$	2,142
Service cost		97		88
Interest cost		127		122
Actuarial (gain)/loss		214		137
Benefits paid		(59)		(155)
CTF Acquisition PBO		-		1,108
Settlements		(486)		-
Special termination benefits		5		23
PBO at end of year	$	3,363	$	3,465
Change in plan assets
Fair value of plan assets at beginning of year	$	2,766	$	1,572
Fair value of plan assets for the CTF operations as of acquisition date		-		1,120
Actual return on plan assets		378		201
Employer contributions		206		28
Settlements		(486)		-
Differential payment received from Verizon		(131)		-
Benefits paid		(59)		(155)
Fair value of plan assets at end of year	$	2,674	$	2,766
Funded status	$	(689)	$	(699)
Amounts recognized in the consolidated balance sheet
Pension and other postretirement benefits - current	$	-	$	-
Pension and other postretirement benefits - noncurrent	$	(689)	$	(699)
Accumulated other comprehensive loss	$	556	$	647

Net Periodic Benefit Cost

($ in millions)	2017		2016		2015
Components of total pension benefit cost
Service cost	$	97	$	88	$	55
Interest cost on projected benefit obligation		127		122		88
Expected return on plan assets		(186)		(168)		(129)
Amortization of unrecognized loss		30		40		29
Net periodic pension benefit cost		68		82		43
Pension settlement costs		83		-		-
Special termination benefits		5		23		-
Total pension benefit cost	$	156	$	105	$	43

Weighted Average Asset Allocations, By Asset Category

	2017		2016
Asset category:
Equity securities	50	%	50	%
Debt securities	40	%	38	%
Alternative investments	10	%	11	%
Cash and other	-	%	1	%
Total	100	%	100	%

Expected Benefit Payments Over The Next Ten Years

($ in millions)	Amount
2018	$	265
2019		256
2020		251
2021		245
2022		237
2023-2027		1,122
Total	$	2,376

Schedule of Assumptions Used

	2017		2016		2015
Discount rate - used at year end to value obligation	3.70	%	4.10	%	4.50	%
Discount rate - used to compute annual cost	4.10	%	4.50	%	4.10	%
Expected long-term rate of return on plan assets	7.50	%	7.50	%	7.75	%
Rate of increase in compensation levels	2.50	%	2.50	%	2.50	%

Schedule of Changes in Projected benefit Obligations for OPEB

($ in millions)	2017		2016
Change in benefit obligation
Benefit obligation at beginning of year	$	925	$	626
CTF Acquisition PBO		-		276
Service cost		21		19
Interest cost		40		37
Plan participants' contributions		7		5
Actuarial (gain)/loss		54		(18)
Benefits paid		(31)		(23)
Special termination benefits		-		3
Benefit obligation at end of year	$	1,016	$	925
Change in plan assets
Fair value of plan assets at beginning of year	$	-	$	-
Plan participants' contributions		7		5
Employer contribution		24		18
Benefits paid		(31)		(23)
Fair value of plan assets at end of year	$	-	$	-
Funded status	$	(1,016)	$	(925)
Amounts recognized in the consolidated balance sheet
Pension and other postretirement benefits - current	$	(29)	$	(23)
Pension and other postretirement benefits - noncurrent	$	(987)	$	(902)
Accumulated other comprehensive (gain)/loss	$	33	$	(29)

Schedule of Net Benefit Costs For OPEB

($ in millions)	2017		2016		2015
Components of total postretirement benefit cost
Service cost	$	21	$	19	$	19
Interest cost on projected benefit obligation		40		37		30
Amortization of prior service (credit)/costs		(9)		(9)		(5)
Amortization of unrecognized loss		-		1		8
Net periodic postretirement benefit cost		52		48		52
Special termination benefits		-		3		-
Total postretirement benefit cost	$	52	$	51	$	52

Schedule of Assumptions Used for OPEB

	2017	2016	2015
Discount rate - used at year end to value obligation	3.70% - 3.80%	4.10% - 4.30%	4.50% - 4.70%
Discount rate - used to compute annual cost	4.10% - 4.30%	4.50% - 4.70%	4.10% - 4.20%

Schedule of Expected Benefit Payments for OPEB

($ in millions)	Gross Benefit		Medicare Part D Subsidy		Total
2018	$	30	$	-	$	30
2019		37		-		37
2020		44		-		44
2021		49		-		49
2022		52		-		52
2023-2027		306		2		308
Total	$	518	$	2	$	520

Net Periodic Benefit Cost Not Yet Recognized

	Pension Plan				OPEB
($ in millions)	2017		2016		2017		2016
Net actuarial loss	$	556	$	647	$	54	$	1
Prior service cost/(credit)		-		-		(21)		(30)
Total	$	556	$	647	$	33	$	(29)

Amounts Recognized As A Componenet Of AOCI

	Pension Plan				OPEB
($ in millions)	2017		2016		2017		2016
Accumulated other comprehensive (gain)/loss at
beginning of year	$	647	$	584	$	(29)	$	(20)
Net actuarial gain/(loss) recognized during year		(30)		(40)		-		(1)
Prior service (cost)/credit recognized during year		-		-		9		9
Net actuarial loss/(gain) occurring during year		22		103		53		(17)
Settlement loss recognized		(83)		-		-		-
Net amount recognized in comprehensive income
(loss) for the year		(91)		63		62		(9)
Accumulated other comprehensive (gain)/loss at
end of year	$	556	$	647	$	33	$	(29)

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Fair Value Of Financial Instruments (Tables)

12 Months Ended

Dec. 31, 2017

Fair Value Of Financial Instruments [Abstract]

Pension Plan Assets Measured At Fair Value on Recurring Basis

	Fair Value Measurements at December 31, 2017
($ in millions)	Total		Level 1		Level 2		Level 3
Cash and Cash Equivalents	$	37	$	37	$	-	$	-
U.S. Government Obligations		30		-		30		-
Corporate and Other Obligations		448		-		448		-
Common Stock		523		523		-		-
Common/Collective Trusts		1,215		-		1,215		-
Interest in Registered Investment Companies		324		324		-		-
Interest in Limited Partnerships and
Limited Liability Companies		115		-		-		115
Total investments at fair value	$	2,692	$	884	$	1,693	$	115
Interest and Dividend Receivable		6
Due from Broker for Securities Sold		40
Receivable Associated with Insurance Contract		7
Due to Broker for Securities Purchased		(71)
Total Plan Assets, at Fair Value	$	2,674

	Fair Value Measurements at December 31, 2016
($ in millions)	Total		Level 1		Level 2		Level 3
Cash and Cash Equivalents	$	42	$	42	$	-	$	-
U.S. Government Obligations		29		-		29		-
Corporate and Other Obligations		400		-		400		-
Common Stock		487		487		-		-
Common/Collective Trusts		1,104		-		1,104		-
Interest in Registered Investment Companies		334		334		-		-
Interest in Limited Partnerships and
Limited Liability Companies		118		-		-		118
Total investments at fair value	$	2,514	$	863	$	1,533	$	118
Receivable for plan assets of the CTF Operations		258
Interest and Dividend Receivable		6
Due from Broker for Securities Sold		27
Receivable Associated with Insurance Contract		7
Due to Broker for Securities Purchased		(46)
Total Plan Assets, at Fair Value	$	2,766

Changes in Fair Value of Plan's Level 3 Assets

	Interest in Limited Partnerships and Limited Liability Companies
($ in millions)	2017		2016
Balance, beginning of year	$	118	$	92
Realized gains		12		7
Unrealized gains/(losses)		(2)		13
Purchases		-		15
Sales and distributions		(13)		(9)
Balance, end of year	$	115	$	118

Redemption of Plan's Level 3 Investments

($ in millions)	Fair Value		Liquidation Period		Capitalization Rate
Interest in Limited Partnerships and Limited
Liability Companies (d)
MS IFHF SVP LP Cayman (a)	$	1		5 years		N/A
MS IFHF SVP LP Alpha (a)		1		5 years		N/A
RII World Timberfund, LLC (b)		5		10 years		N/A
426 E Casino Road, LLC (c)		15		N/A		7.00%
100 Comm Drive, LLC (c)		9		N/A		8.00%
100 CTE Drive, LLC (c)		10		N/A		9.50%
6430 Oakbrook Parkway, LLC (c)		26		N/A		7.75%
8001 West Jefferson, LLC (c)		26		N/A		8.75%
1500 MacCorkle Ave SE, LLC (c)		14		N/A		8.50%
400 S. Pike Road West, LLC (c)		1		N/A		8.50%
601 N US 131, LLC (c)		1		N/A		9.50%
9260 E. Stockton Blvd., LLC (c)		6		N/A		7.50%
Total Interest in Limited Partnerships and Limited
Liability Companies	$	115

(a) The partnerships’ investment objective is to seek capital appreciation principally through investing in investment funds managed by third party investment managers who employ a variety of alternative investment strategies. These instruments are subject to certain withdrawal restrictions. The Plan is in the process of liquidating its interest in the partnerships and distributions are expected to be made over the next four years.

(b) The fund’s objective is to realize substantial long-term capital appreciation by investing in timberland properties primarily in South America and Australia. This investment is subject to certain withdrawal restrictions.

(c) The entity invests in commercial real estate properties that are leased to Frontier. The leases are triple net, whereby Frontier is responsible for all expenses, including but not limited to, insurance, repairs and maintenance and payment of property taxes.

(d) All Level 3 investments have the same redemption frequency (through the liquidation of underlying investments) and redemption notice period (none).

Fair Value Of Long-Term Debt

	2017				2016
		Carrying				Carrying
($ in millions)		Amount		Fair Value		Amount		Fair Value
Long-term debt	$	16,970	$	13,994	$	17,560	$	17,539

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Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2017

Commitments And Contingencies [Abstract]

Future Minimum Rental Commitments for All Long-Term Noncancelable Operating Leases

($ in millions)	Operating Leases
Year ending December 31:
2018	$	80
2019		25
2020		29
2021		26
2022		23
Thereafter		388
Total minimum lease payments	$	571

Future Payments for Obligations under Noncancelable Long Distance Contracts and Service Agreements

($ in millions)	Amount
Year ending December 31:
2018	$	37
2019		40
2020		31
2021		7
2022		2
Thereafter		9
Total	$	126

Outstanding Performance Letters of Credit

($ in millions)	Amount
CNA Financial Corporation (CNA)	$	49
AIG Insurance		114
Zurich		28
All other		1
Total	$	192

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Description Of Business And Summary Of Significant Accounting Policies (Narrative) (Details) customer in Millions, $ in Millions		12 Months Ended
	Jul. 10, 2017 shares	Dec. 31, 2017 USD ($) employee state segment customer shares	Dec. 31, 2016 USD ($) shares	Dec. 31, 2015 USD ($)	Jan. 31, 2018 USD ($)
Number of customers | customer		4.9
Number of subscribers | customer		3.9
Number of employees | employee		22,700
Number of states of operation | state		29
Reverse stock split, conversion ratio	0.0667
Common stock, shares issued (in shares)	80,000,000	79,532,000	79,532,000
Common stock, shares outstanding (in shares)	79,000,000	78,441,000	78,170,000
Common Stock, Shares Authorized	175,000,000	175,000,000	175,000,000
Reverse Stock Split, Fractional Shares Issued	0
Restricted Cash | $		$ 14
Customer surcharges | $		$ 216	$ 217	$ 151
Number of operating regions | segment		1
Subsequent Event [Member]
Restricted Cash | $					$ 7
Scenario, Previously Reported [Member]
Common stock, shares issued (in shares)			1,193,000,000
Common stock, shares outstanding (in shares)			1,178,000,000
Common Stock, Shares Authorized			1,750,000,000

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Description Of Business And Summary Of Significant Accounting Policies (Schedule Of Revenue From External Customers) (Details) - USD ($) $ in Millions	3 Months Ended								12 Months Ended
	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Segment Reporting Information
Revenues	$ 2,217	$ 2,251	$ 2,304	$ 2,356	$ 2,409	$ 2,524	$ 2,608	$ 1,355	$ 9,128	$ 8,896	$ 5,576
Customer Revenue [Member]
Segment Reporting Information
Revenues									8,352	8,099	4,899
Voice Services [Member]
Segment Reporting Information
Revenues									2,864	2,886	2,022
Data And Internet Services [Member]
Segment Reporting Information
Revenues									3,862	3,693	2,337
Video Services [Member]
Segment Reporting Information
Revenues									1,304	1,244	285
Other Customer Revenues [Member]
Segment Reporting Information
Revenues									322	276	255
Switched Access And Subsidy Revenue [Member]
Segment Reporting Information
Revenues									$ 776	$ 797	$ 677

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Recent Accounting Pronouncements (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Income tax expense	$ 1	$ (45)	$ 2
Accounting Standards Update 2016-09 [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Income tax expense	1
Adjustment to accumulated deficit	$ 1
Taxes paid on behalf of employees		$ 10	$ 14

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Acquisitions (Narrative) (Details) item in Millions, $ in Millions		1 Months Ended	3 Months Ended								12 Months Ended
	Apr. 01, 2016 USD ($) item	Oct. 31, 2016 USD ($)	Dec. 31, 2017 USD ($)	Sep. 30, 2017 USD ($)	Jun. 30, 2017 USD ($)	Mar. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)	Sep. 30, 2016 USD ($)	Jun. 30, 2016 USD ($)	Mar. 31, 2016 USD ($)	Dec. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Dec. 31, 2014 USD ($)
Business Acquisition, Date of Acquisition [Abstract]
Cash paid for acquisition												$ 9,871
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustments [Abstract]
Purchase accounting adjustments											$ 98
Goodwill, net			$ 7,024				$ 9,674				7,024	9,674	$ 7,166
Revenue			2,217	$ 2,251	$ 2,304	$ 2,356	2,409	$ 2,524	$ 2,608	$ 1,355	9,128	8,896	5,576
Operating income			(1,754)	$ 309	$ (394)	$ 271	255	$ 264	$ 311	$ 58	(1,568)	888	745
Capital Expenditures Integration Activities											34	142	153
CTF Transaction [Member]
Business Acquisition, Date of Acquisition [Abstract]
Acquisition purchase price	$ 10,540
Working Capital And Net Debt Settlement Payments Received		$ 15
Number of video connections acquired | item	1.2
Number of broadband connections acquired | item	2.1
Number of voice connections acquired | item	2.5
Cash paid for acquisition	$ 9,871
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustments [Abstract]
Other intangibles adjustment											100
Other intangibles acquired			2,262				$ 2,162				2,262	2,162
Measurement period adjustments											20
Property and equipment adjustment											(140)
Current liabilities adjustment											61
Purchase accounting adjustments											98
Goodwill, net			$ 2,606								2,606
Revenue												3,622
Operating income												582
Capital Expenditures Integration Activities											$ 34	$ 142	129
Connecticut Transaction [Member]
Business Acquisition, Date of Acquisition [Abstract]
Cash paid for acquisition														$ 2,018
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustments [Abstract]
Capital Expenditures Integration Activities													$ 24

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Acquisitions (Schedule Of Purchase Price Allocation) (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Business Acquisition [Line Items]
Goodwill, net	$ 7,024	$ 9,674	$ 7,166
CTF Transaction [Member]
Business Acquisition [Line Items]
Current assets	353
Property, plant & equipment	6,096
Goodwill, net	2,606
Other intangibles - primarily customer base	2,262	$ 2,162
Current liabilities	(579)
Long-term debt	(544)
Other liabilities	(323)
Total net assets acquired	$ 9,871

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Acquisitions (Unaudited Pro Forma Information) (Details) - CTF Transaction [Member] - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Business Acquisition [Line Items]
Revenue	$ 10,255	$ 11,157
Operating income	1,433	1,529
Net loss attributable to Frontier common shareholders	$ (262)	$ (192)
Basic and diluted net income per share attributable to Frontier common shareholders	$ (3.38)	$ (2.66)

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Acquisitions (Schedule Of Acqusition And Integration Costs) (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Business Acquisition [Line Items]
Acquisition costs			$ 23	$ 45
Integration costs		$ 25	413	191
Acquisition and integration costs	$ 49	25	436	236
CTF Transaction [Member]
Business Acquisition [Line Items]
Acquisition costs			23	44
Integration costs		$ 25	412	152
Connecticut Transaction [Member]
Business Acquisition [Line Items]
Acquisition costs				1
Integration costs			$ 1	$ 39

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Accounts Receivable (Narrative) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Accounts Receivable [Abstract]
Provision for uncollectible amounts	$ 87	$ 179	$ 50
Recoveries	$ 39

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Accounts Receivable (Accounts Receivable) (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016
Accounts Receivable [Abstract]
Retail and Wholesale	$ 801	$ 979
Other	87	90
Less: Allowance for doubtful accounts	(69)	(131)
Accounts receivable, net	$ 819	$ 938

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Accounts Receivable (Schedule Of Allowance For Doubtful Accounts) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Valuation and Qualifying Accounts Disclosure [Line Items]
Allowance for Doubtful Accounts, Beginning of Period	$ 131
Allowance for Doubtful Accounts, End of Period	69	$ 131
Allowance for Doubtful Accounts [Member]
Valuation and Qualifying Accounts Disclosure [Line Items]
Allowance for Doubtful Accounts, Beginning of Period	131	57	$ 72
Charged to Other Revenue	109	164	67
Charged (Credited) to Switched and Nonswitched Revenue and Other Accounts	(22)	15	(17)
Write-offs, net of Recoveries	(149)	(105)	(65)
Allowance for Doubtful Accounts, End of Period	$ 69	$ 131	$ 57

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Property, Plant And Equipment (Narrative) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Property, Plant And Equipment [Abstract]
Capital Leased Assets, Gross	$ 171	$ 154
Proceeds from sale of property	102
Property subject to leasebacks	97
Sale leasebacks, gains	$ 66
Sale leaseback, deferred gain amortization period	2 years
Sale leaseback, gain recognized	$ 23
Sale leaseback, gain remaining	$ 43

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Property, Plant, & Equipment (Property, Plant And Equipment, Net) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Property, Plant and Equipment [Line Items]
Property, plant and equipment	$ 26,496	$ 25,541
Construction work in progress	538	903
Less: Accumulated depreciation	(12,119)	(10,639)
Property, plant and equipment, net	14,377	14,902
Land [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment	231	235
Buildings and Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment	$ 2,282	2,320
Estimated useful lives	41 years
General Support [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment	$ 1,570	1,502
General Support [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	17 years
General Support [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	5 years
Central Office Electronic Circuit Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment	$ 8,137	7,683
Central Office Electronic Circuit Equipment [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	18 years
Central Office Electronic Circuit Equipment [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	5 years
Poles [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment	$ 1,095	995
Estimated useful lives	30 years
Cable and Wire [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment	$ 10,997	10,292
Cable and Wire [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	25 years
Cable and Wire [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	15 years
Conduit [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment	$ 1,646	$ 1,611
Estimated useful lives	55 years

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Property, Plant, & Equipment (Schedule Of Depreciation Expense) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Depreciation [Abstract]
Depreciation expense	$ 1,485	$ 1,388	$ 983

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Goodwill And Other Intangibles (Narrative) (Details) $ in Millions	3 Months Ended				12 Months Ended
	Dec. 31, 2017 USD ($)	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)
Finite-Lived Intangible Assets [Line Items]
Accumulated goodwill impairment charges	$ 2,788				$ 2,788	$ 40
EBITDA multiplier	5.5	5.8	5.8	5.8
Estimated future amortization expense, year 1	$ 569				569
Estimated future amortization expense, year 2	454				454
Estimated future amortization expense, year 3	354				354
Estimated future amortization expense, year 4	260				260
Estimated future amortization expense, year 5	$ 173				$ 173
Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
EBITDA multiplier					4.4
Estimated useful life					8 years
Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
EBITDA multiplier					6.5
Estimated useful life					12 years
Customer Base [Member]
Finite-Lived Intangible Assets [Line Items]
Acquired Finite-lived Intangible Asset, Weighted-Average Period before Renewal or Extension					6 years
Royalty Agreement [Member]
Finite-Lived Intangible Assets [Line Items]
Acquired Finite-lived Intangible Asset, Weighted-Average Period before Renewal or Extension					3 years

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Goodwill And Other Intangibles (Schedule Of Goodwill Activity) (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2017	Dec. 31, 2016
Goodwill And Other Intangibles [Abstract]
Goodwill, Beginning Balance		$ 9,674	$ 7,166
Goodwill, Acquired During the Period			2,508
Goodwill, Purchase Accounting Adjustments		98
Goodwill impairment	$ (2,078)	(2,748)
Goodwill, Ending Balance	$ 7,024	$ 7,024	$ 9,674

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Goodwill And Other Intangibles (Components Of Other Intangibles) (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016
Intangible Assets [Line Items]
Gross Carrying Amount, Total	$ 5,382	$ 5,282
Accumulated Amortization	(3,319)	(2,620)
Net Carrying Amount	2,063	2,662
Trade Name [Member]
Intangible Assets [Line Items]
Gross Carrying Amount, Indefinite	122	122
Net Carrying Amount	122	122
Customer Base [Member]
Intangible Assets [Line Items]
Gross Carrying Amount, Finite	5,188	5,088
Accumulated Amortization	(3,294)	(2,604)
Net Carrying Amount	1,894	2,484
Royalty Agreement [Member]
Intangible Assets [Line Items]
Gross Carrying Amount, Finite	72	72
Accumulated Amortization	(25)	(16)
Net Carrying Amount	$ 47	$ 56

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Goodwill And Other Intangibles (Schedule Of Amortization Expense) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Goodwill And Other Intangibles [Abstract]
Amortization expense	$ 699	$ 643	$ 337

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Long-Term Debt (Narrative) (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Debt Instrument [Line Items]
Issue price expressed as a percentage of principal amount (in hundredths)	100.00%
Proceeds from debt, net of issuance costs			$ 6,485,000,000
Loss on early extinguishment of debt	$ (88,000,000)	$ (7,000,000)
Financing obligation for contribution of real property to pension plan		15,000,000
Fair value of property contributed to plan		15,000,000
Pension Building Contribution Aggregate Annual Rent		2,000,000
Lease term of contributed property	15 years
Sale and leaseback term, minimum (in years)	12 years
Sale and leaseback term, maximum (in years)	23 years
Capital Lease Term, minimum years	1 year
Capital Lease Term, maximum years	7 years
2016 Pension Real Estate Contributions [Member]
Debt Instrument [Line Items]
Financing obligation for contribution of real property to pension plan		15,000,000
Letter of Credit [Member]
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity	$ 134,000,000
Long-term Line of Credit	$ 63,000,000	0
Senior Notes 7.875% [Member]
Debt Instrument [Line Items]
Interest Rate			7.875%
Payments to retire debt			$ 97,000,000
Senior Notes 6.625% [Member]
Debt Instrument [Line Items]
Interest Rate			6.625%
Payments to retire debt			$ 105,000,000
Senior Note Due 4/15/2017 [Member] | Exchangeable Debt [Member]
Debt Instrument [Line Items]
Debt Conversion, Original Debt, Amount		$ 397,000,000
Interest Rate		8.25%
Senior Note Due 4/15/2020 [Member] | Exchangeable Debt [Member]
Debt Instrument [Line Items]
Debt Conversion, Converted Instrument, Amount		$ 147,000,000
Interest Rate		8.50%
Senior Note Due 9/15/2020 [Member] | Exchangeable Debt [Member]
Debt Instrument [Line Items]
Debt Conversion, Converted Instrument, Amount		$ 66,000,000
Interest Rate		8.875%
Senior Note Due 9/15/2022 [Member] | Exchangeable Debt [Member]
Debt Instrument [Line Items]
Debt Conversion, Converted Instrument, Amount		$ 188,000,000
Interest Rate		10.50%
Secured Equipment Financing [Member]
Debt Instrument [Line Items]
Secured equipment financing			$ 3,000,000
Secured equipment financing term	4 years
CTF Transaction [Member]
Debt Instrument [Line Items]
Long Term Debt Assumed		$ 600,000,000
CTF Transaction [Member] | Subsidiary Senior Note Due 5/15/2027 [Member]
Debt Instrument [Line Items]
Interest Rate		6.75%
Long Term Debt Assumed		$ 200,000,000
CTF Transaction [Member] | Subsidiary Senior Note Due 2/1/2028 [Member]
Debt Instrument [Line Items]
Interest Rate		6.86%
Long Term Debt Assumed		$ 300,000,000
CTF Transaction [Member] | Subsidiary Senior Note Due 11/15/2031 [Member]
Debt Instrument [Line Items]
Interest Rate		8.50%
Long Term Debt Assumed		$ 100,000,000
Senior Unsecured Debt [Member] | Senior Note Due 4/15/2017 [Member]
Debt Instrument [Line Items]
Interest Rate	8.25%	8.25%
Debt instrument, maturity date	Apr. 15, 2017
Payments to retire debt	$ 210,000,000
Senior Unsecured Debt [Member] | Senior Note Due 10/1/2018 [Member]
Debt Instrument [Line Items]
Interest Rate	8.125%	8.125%
Debt instrument, maturity date	Oct. 01, 2018
Payments to retire debt	$ 92,000,000
Senior Unsecured Debt [Member] | Senior Note Due 3/15/2019 [Member]
Debt Instrument [Line Items]
Interest Rate	7.125%	7.125%
Debt instrument, maturity date	Mar. 15, 2019
Payments to retire debt	$ 30,000,000
Senior Unsecured Debt [Member] | Senior Note Due 4/15/2020 [Member]
Debt Instrument [Line Items]
Interest Rate	8.50%	8.50%
Debt instrument, maturity date	Apr. 15, 2020
Payments to retire debt	$ 550,000,000
Senior Unsecured Debt [Member] | Senior Note Due 9/15/2020 [Member]
Debt Instrument [Line Items]
Debt instrument, face amount	$ 1,000,000,000
Interest Rate	8.875%	8.875%
Debt instrument, maturity date	Sep. 15, 2020
Payments to retire debt	$ 763,000,000
Senior Unsecured Debt [Member] | Senior Note Due 7/1/2021 [Member]
Debt Instrument [Line Items]
Interest Rate	9.25%	9.25%
Debt instrument, maturity date	Jul. 01, 2021
Payments to retire debt	$ 10,000,000
Senior Unsecured Debt [Member] | Senior Note Due 9/15/2021 [Member]
Debt Instrument [Line Items]
Interest Rate	6.25%	6.25%
Debt instrument, maturity date	Sep. 15, 2021
Senior Unsecured Debt [Member] | Senior Note Due 9/15/2022 [Member]
Debt Instrument [Line Items]
Debt instrument, face amount	$ 2,000,000,000
Interest Rate	10.50%	10.50%
Debt instrument, maturity date	Sep. 15, 2022
Senior Unsecured Debt [Member] | Senior Note Due 1/15/2025 [Member]
Debt Instrument [Line Items]
Interest Rate	6.875%	6.875%
Debt instrument, maturity date	Jan. 15, 2025
Senior Unsecured Debt [Member] | Senior Note Due 9/15/2025 [Member]
Debt Instrument [Line Items]
Debt instrument, face amount	$ 3,600,000,000
Interest Rate	11.00%	11.00%
Debt instrument, maturity date	Sep. 15, 2025
Senior Unsecured Debt [Member] | CTF Transaction [Member]
Debt Instrument [Line Items]
Debt instrument, face amount	$ 6,600,000,000
Senior Secured Debt [Member] | CoBank Due 10/24/2019 [Member]
Debt Instrument [Line Items]
Interest Rate	5.445%	4.145%
Debt instrument, maturity date	Oct. 24, 2019
Repayment of the outstanding principal balance, quarterly installments amount	$ 9,000,000
Senior Secured Debt [Member] | CoBank Due 10/21/2021 Member
Debt Instrument [Line Items]
Debt instrument, face amount	$ 315,000,000
Interest Rate	5.445%	4.145%
Debt instrument, maturity date	Oct. 12, 2021
Repayment of the outstanding principal balance, quarterly installments amount	$ 8,000,000
Senior Secured Debt [Member] | 2014 And 2016 CoBank Credit Agreements [Member] | London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument [Line Items]
Interest Rate Margin	3.875%
Subsidiary Debentures Due [Member] | Subsidiary Senior Note Due 5/15/2027 [Member]
Debt Instrument [Line Items]
Interest Rate	6.75%	6.75%
Debt instrument, maturity date	May 15, 2027
Subsidiary Debentures Due [Member] | Subsidiary Senior Note Due 2/1/2028 [Member]
Debt Instrument [Line Items]
Interest Rate	6.86%	6.86%
Debt instrument, maturity date	Feb. 01, 2028
Subsidiary Debentures Due [Member] | Subsidiary Senior Note Due 11/15/2031 [Member]
Debt Instrument [Line Items]
Interest Rate	8.50%	8.50%
Debt instrument, maturity date	Nov. 15, 2031
JP Morgan Term Loan A [Member] | Senior Secured Debt [Member]
Debt Instrument [Line Items]
Debt instrument, face amount	$ 1,625,000,000
Interest Rate	4.32%	3.27%
Debt instrument, maturity date	Mar. 31, 2021
JP Morgan Term Loan A [Member] | Senior Secured Debt [Member] | London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument [Line Items]
Interest Rate Margin	2.75%
JP Morgan Term Loan B [Member] | Senior Secured Debt [Member]
Debt Instrument [Line Items]
Debt instrument, face amount	$ 1,500,000,000
Interest Rate	5.32%
Debt instrument, maturity date	Jun. 15, 2024
JP Morgan Term Loan B [Member] | Senior Secured Debt [Member] | Base Rate [Member]
Debt Instrument [Line Items]
Interest Rate Margin	2.75%
JP Morgan Term Loan B [Member] | Senior Secured Debt [Member] | London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument [Line Items]
Interest Rate Margin	3.75%
JP Morgan Revolving Credit Facility 2015 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Feb. 27, 2022
Line of credit facility maximum borrowing capacity	$ 850,000,000
JP Morgan Combined Credit Facility [Member]
Debt Instrument [Line Items]
Amount outstanding before facility can be used to fund dividend payments	$ 250,000,000
Days Prior To Maturity To Meet Threshold To Not Accelerate Debt	91 days
Maximum Debt Threshold To Not Accelerate Debt	$ 500,000,000
Minimum [Member] | Senior Secured Debt [Member] | 2014 And 2016 CoBank Credit Agreements [Member] | Base Rate [Member]
Debt Instrument [Line Items]
Interest Rate Margin	0.875%
Minimum [Member] | Senior Secured Debt [Member] | 2014 And 2016 CoBank Credit Agreements [Member] | London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument [Line Items]
Interest Rate Margin	1.875%
Minimum [Member] | JP Morgan Term Loan A And Revolver [Member] | Base Rate [Member]
Debt Instrument [Line Items]
Interest Rate Margin	0.75%
Minimum [Member] | JP Morgan Term Loan A And Revolver [Member] | London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument [Line Items]
Interest Rate Margin	1.75%
Maximum [Member] | Senior Secured Debt [Member] | 2014 And 2016 CoBank Credit Agreements [Member] | Base Rate [Member]
Debt Instrument [Line Items]
Interest Rate Margin	3.875%
Maximum [Member] | Senior Secured Debt [Member] | 2014 And 2016 CoBank Credit Agreements [Member] | London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument [Line Items]
Interest Rate Margin	4.875%
Maximum [Member] | JP Morgan Term Loan A And Revolver [Member] | Base Rate [Member]
Debt Instrument [Line Items]
Interest Rate Margin	1.75%
Maximum [Member] | JP Morgan Term Loan A And Revolver [Member] | London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument [Line Items]
Interest Rate Margin	2.75%

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Long-Term Debt (Long-Term Debt) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Long-term debt, beginning balance	$ 18,178
Payments and Retirements	(1,814)
New Borrowings	1,500
Long-term debt, ending balance	(18,178)	$ (17,863)	$ (18,178)
Less: Debt Issuance Costs		(183)	(209)
Less: Debt Discount/Premium		(54)	(46)
Less: Current Portion		(656)	(363)
Total Long-Term Debt		$ 16,970	17,560
Weighted average interest rate		8.44%
Senior and Subsidiary Unsecured Debt [Member]
Debt Instrument [Line Items]
Long-term debt, beginning balance	15,900
Payments and Retirements	(1,655)
Long-term debt, ending balance	(15,900)	$ (14,245)	(15,900)
Weighted average interest rate		9.22%
Senior Secured Debt [Member]
Debt Instrument [Line Items]
Long-term debt, beginning balance	2,151
Payments and Retirements	(155)
New Borrowings	1,500
Long-term debt, ending balance	(2,151)	$ (3,496)	(2,151)
Weighted average interest rate		5.24%
Secured Subsidiary Debt [Member]
Debt Instrument [Line Items]
Long-term debt, beginning balance	100
Long-term debt, ending balance	(100)	$ (100)	(100)
Weighted average interest rate		8.50%
Secured Debt [Member]
Debt Instrument [Line Items]
Long-term debt, beginning balance	19
Payments and Retirements	(3)
Long-term debt, ending balance	(19)	$ (16)	(19)
Weighted average interest rate		5.56%
Rural Utilities Service Loan Contracts [Member]
Debt Instrument [Line Items]
Long-term debt, beginning balance	8
Payments and Retirements	(1)
Long-term debt, ending balance	$ (8)	$ (7)	$ (8)
Weighted average interest rate		6.15%

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Long-Term Debt (Schedule Of Debt) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Principal Outstanding	$ 17,863	$ 18,178
Senior Unsecured Debt [Member]
Debt Instrument [Line Items]
Principal Outstanding	$ 13,495	15,150
Senior Unsecured Debt [Member] | Senior Note Due 4/15/2017 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Apr. 15, 2017
Principal Outstanding		$ 210
Interest Rate	8.25%	8.25%
Senior Unsecured Debt [Member] | Senior Note Due 10/1/2018 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Oct. 01, 2018
Principal Outstanding	$ 491	$ 583
Interest Rate	8.125%	8.125%
Senior Unsecured Debt [Member] | Senior Note Due 3/15/2019 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Mar. 15, 2019
Principal Outstanding	$ 404	$ 434
Interest Rate	7.125%	7.125%
Senior Unsecured Debt [Member] | Senior Note Due 4/15/2020 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Apr. 15, 2020
Principal Outstanding	$ 619	$ 1,169
Interest Rate	8.50%	8.50%
Senior Unsecured Debt [Member] | Senior Note Due 9/15/2020 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Sep. 15, 2020
Principal Outstanding	$ 303	$ 1,066
Interest Rate	8.875%	8.875%
Senior Unsecured Debt [Member] | Senior Note Due 7/1/2021 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Jul. 01, 2021
Principal Outstanding	$ 490	$ 500
Interest Rate	9.25%	9.25%
Senior Unsecured Debt [Member] | Senior Note Due 9/15/2021 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Sep. 15, 2021
Principal Outstanding	$ 775	$ 775
Interest Rate	6.25%	6.25%
Senior Unsecured Debt [Member] | Senior Note Due 4/15/2022 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Apr. 15, 2022
Principal Outstanding	$ 500	$ 500
Interest Rate	8.75%	8.75%
Senior Unsecured Debt [Member] | Senior Note Due 9/15/2022 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Sep. 15, 2022
Principal Outstanding	$ 2,188	$ 2,188
Interest Rate	10.50%	10.50%
Senior Unsecured Debt [Member] | Senior Note Due 1/15/2023 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Jan. 15, 2023
Principal Outstanding	$ 850	$ 850
Interest Rate	7.125%	7.125%
Senior Unsecured Debt [Member] | Senior Note Due 4/15/2024 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Apr. 15, 2024
Principal Outstanding	$ 750	$ 750
Interest Rate	7.625%	7.625%
Senior Unsecured Debt [Member] | Senior Note Due 1/15/2025 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Jan. 15, 2025
Principal Outstanding	$ 775	$ 775
Interest Rate	6.875%	6.875%
Senior Unsecured Debt [Member] | Senior Note Due 9/15/2025 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Sep. 15, 2025
Principal Outstanding	$ 3,600	$ 3,600
Interest Rate	11.00%	11.00%
Senior Unsecured Debt [Member] | Senior Note Due 11/1/2025 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Nov. 01, 2025
Principal Outstanding	$ 138	$ 138
Interest Rate	7.00%	7.00%
Senior Unsecured Debt [Member] | Senior Note Due 8/15/2026 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Aug. 15, 2026
Principal Outstanding	$ 2	$ 2
Interest Rate	6.80%	6.80%
Senior Unsecured Debt [Member] | Senior Note Due 1/15/2027 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Jan. 15, 2027
Principal Outstanding	$ 346	$ 346
Interest Rate	7.875%	7.875%
Senior Unsecured Debt [Member] | Senior Note Due 8/15/2031 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Aug. 15, 2031
Principal Outstanding	$ 945	$ 945
Interest Rate	9.00%	9.00%
Senior Unsecured Debt [Member] | Senior Note Due 10/1/2034 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Oct. 01, 2034
Principal Outstanding	$ 1	$ 1
Interest Rate	7.68%	7.68%
Senior Unsecured Debt [Member] | Senior Note Due 7/1/2035 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Jul. 01, 2035
Principal Outstanding	$ 125	$ 125
Interest Rate	7.45%	7.45%
Senior Unsecured Debt [Member] | Senior Note Due 10/1/2046 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Oct. 01, 2046
Principal Outstanding	$ 193	$ 193
Interest Rate	7.05%	7.05%
Senior Secured Debt [Member]
Debt Instrument [Line Items]
Principal Outstanding	$ 3,496	$ 2,151
Senior Secured Debt [Member] | CoBank Due 10/24/2019 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Oct. 24, 2019
Principal Outstanding	$ 245	$ 280
Interest Rate	5.445%	4.145%
Senior Secured Debt [Member] | CoBank Due 10/21/2021 Member
Debt Instrument [Line Items]
Debt instrument, maturity date	Oct. 12, 2021
Principal Outstanding	$ 276	$ 307
Interest Rate	5.445%	4.145%
Subsidiary Debentures Due [Member]
Debt Instrument [Line Items]
Principal Outstanding	$ 850	$ 850
Subsidiary Debentures Due [Member] | Subsidiary Senior Note Due 5/15/2027 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	May 15, 2027
Principal Outstanding	$ 200	$ 200
Interest Rate	6.75%	6.75%
Subsidiary Debentures Due [Member] | Subsidiary Senior Note Due 2/1/2028 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Feb. 01, 2028
Principal Outstanding	$ 300	$ 300
Interest Rate	6.86%	6.86%
Subsidiary Debentures Due [Member] | Subsidiary Senior Note Due 2/15/2028 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Feb. 15, 2028
Principal Outstanding	$ 200	$ 200
Interest Rate	6.73%	6.73%
Subsidiary Debentures Due [Member] | Subsidiary Senior Note Due 10/15/2029 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Oct. 15, 2029
Principal Outstanding	$ 50	$ 50
Interest Rate	8.40%	8.40%
Subsidiary Debentures Due [Member] | Subsidiary Senior Note Due 11/15/2031 [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Nov. 15, 2031
Principal Outstanding	$ 100	$ 100
Interest Rate	8.50%	8.50%
Senior Secured Debt, Senior Unsecured Debt And Subsidiary Debentures [Member]
Debt Instrument [Line Items]
Principal Outstanding	$ 17,841	$ 18,151
Weighted average interest rate	8.10%	8.30%
JP Morgan Term Loan A [Member] | Senior Secured Debt [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Mar. 31, 2021
Principal Outstanding	$ 1,483	$ 1,564
Interest Rate	4.32%	3.27%
JP Morgan Term Loan B [Member] | Senior Secured Debt [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Jun. 15, 2024
Principal Outstanding	$ 1,492
Interest Rate	5.32%

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Long-Term Debt (Debt Maturities By Year) (Details) $ in Millions	Dec. 31, 2017 USD ($)
Long-Term Debt [Abstract]
Principal Payments 2018	$ 656
Principal Payments 2019	804
Principal Payments 2020	1,132
Principal Payments 2021	2,558
Principal Payments 2022	2,703
Principal Payments Thereafter	$ 10,010

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Long-Term Debt (Schedule Of Future Minimum Lease Obligations) (Details) $ in Millions	Dec. 31, 2017 USD ($)
Finance Lease Obligations, Future Minimum Payments [Abstract]
2018	$ 9
2019	9
2020	10
2021	10
2022	10
Thereafter	52
Total future payments	100
Less: Amounts representing interest	(55)
Present value of minimum lease payments	45
Capital Lease Obligations, Future Minimum Payments [Abstract]
2018	41
2019	29
2020	19
2021	12
2022	9
Thereafter	9
Total future payments	119
Less: Amounts representing interest	(14)
Present value of minimum lease payments	$ 105

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Restructuring Costs (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Restructuring Costs [Abstract]
Restructuring Reserve	$ 47	$ 25	$ 47	$ 1
Severance Costs		68	65
Defined Benefit Plan, Special termination Benefits cost		5	26
Loss on sale of business		9
Restructuring Charges	$ 80	$ 82	$ 91	$ 2

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Restructuring Costs (Changes In Restructuring Reserve) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Restructuring Costs [Abstract]
Restructuring Reserve, Beginning Balance	$ 47	$ 1
Severance Costs	68	65
Cash payments during the period	(90)	(19)
Restructuring Reserve, Ending Balance	$ 25	$ 47

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Investment and Other Income, Net (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Investment and Other Income, Net [Abstract]
Interest and dividend income	$ 6	$ 13	$ 7
Gain on expiration/settlement of customer advances		13
All other, net	(3)	1
Total investment and other income, net	$ 3	$ 27	$ 7

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Capital Stock (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Jun. 29, 2018	Jul. 10, 2017
Class of Stock [Line Items]
Common Stock, Shares Authorized	175,000,000	175,000,000			175,000,000
Preferred Stock, Shares Authorized	50,000,000	50,000,000
Common stock, par value (in dollars per share)	$ 0.25	$ 0.25
Proceeds from Issuance of Common Stock			$ 799
Preferred Stock, Dividend Rate, Percentage	11.125%	11.125%
Preferred Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Proceeds from Issuance of Preferred Stock and Preference Stock			1,866
Preferred dividends	$ 214	$ 214	$ 120
Scenario, Previously Reported [Member]
Class of Stock [Line Items]
Common Stock, Shares Authorized		1,750,000,000
Common Stock [Member]
Class of Stock [Line Items]
Common stock, par value (in dollars per share)	$ 0.25
Common Stock [Member] | Scenario, Previously Reported [Member]
Class of Stock [Line Items]
Stock Issued During Period Shares Excluding Over Allotment New Issues			150,000,000
Shares Issued, Price Per Share	$ 5
Over Allotment Option Shares Issued	15,000,000
Preferred Stock [Member]
Class of Stock [Line Items]
Stock Issued During Period Shares Excluding Over Allotment New Issues	17,500,000
Shares Issued, Price Per Share	$ 100
Over Allotment Option Shares Issued	1,750,000
Preferred Stock, Dividend Rate, Percentage	11.125%
Preferred Stock, Par or Stated Value Per Share	$ 0.01
Preferred Stock, Liquidation Preference Per Share	$ 100.00
Restricted cash			$ 1,955
Proceeds from Equity, Net of Issuance Costs			$ 2,665
Minimum [Member] | Preferred Stock [Member] | Scenario, Forecast [Member]
Class of Stock [Line Items]
Convertible Preferred Stock, Shares Issued upon Conversion				1.1348
Maximum [Member] | Preferred Stock [Member] | Scenario, Forecast [Member]
Class of Stock [Line Items]
Convertible Preferred Stock, Shares Issued upon Conversion				1.3333

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Stock Plans (Narrative) (Details) $ in Millions				12 Months Ended
	Feb. 16, 2017 shares	Feb. 11, 2016 shares	Feb. 25, 2015 shares	Dec. 31, 2017 USD ($) ShareBasedCompensationPlan entity shares	Dec. 31, 2016 USD ($) shares	Dec. 31, 2015 USD ($) shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of stock-based compensation plan under which grants were made | ShareBasedCompensationPlan				7
Number of stock-based compensation plan under which grants were not made | ShareBasedCompensationPlan				6
Shares authorized for grant under the plans (in shares) | shares				5,667,000
Shares available for grant under the plan (in shares) | shares				4,361,000
2017 EIP [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Plan authorization period				10 years
Performance Shares [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expense recognized during the period | $				$ 1	$ 6	$ 7
Shares granted (in shares) | shares	157,400	1,669,000	665,000	211,000	111,000	49,000
Performance Shares
Initial period over which target number of performance shares are awarded				90 days
Measurement period				3 years
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expense recognized during the period | $				$ 18	$ 18	$ 20
Shares granted (in shares) | shares				454,000	396,000	188,000
Restricted Stock
Remaining unrecognized compensation cost associated with unvested restricted stock awards | $				$ 21
Weighted average period over which unvested restricted stock awards unrecognized compensation cost is expected to be recognized (in years)				1 year 2 months 12 days
Stock Options [Member] | 2017 EIP [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period				4 years
Non-Employee Director [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expense recognized during the period | $				$ (5)	$ 0	$ (1)
Non Employee Directors Compensation Plans
Plan units earned during the period (in shares) | shares				94,034	29,618	22,279
Number of directors participating in the plan during the period | entity				9
Cash compensation | $				$ 1	$ 1	$ 1

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Stock Plans (LTIP Target Performance Shares) (Details) - Performance Shares [Member] - shares				12 Months Ended
	Feb. 16, 2017	Feb. 11, 2016	Feb. 25, 2015	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Balance at beginning of period (in shares)				190,000	168,000	179,000
Shares granted (in shares)	157,400	1,669,000	665,000	211,000	111,000	49,000
Shares vested (in shares)				(41,000)	(59,000)	(50,000)
Shares forfeited (in shares)				(54,000)	(30,000)	(10,000)
Balance at end of period (in shares)				306,000	190,000	168,000

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Stock Plans (Restricted Shares Outstanding) (Details) - Restricted Stock [Member] - USD ($) $ / shares in Units, shares in Thousands, $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Balance at beginning of period (in shares)	549	462	512
Shares granted (in shares)	454	396	188
Shares vested (in shares)	(240)	(248)	(214)
Shares forfeited (in shares)	(130)	(61)	(24)
Balance at end of period (in shares)	633	549	462
Balance at beginning of period (in dollars per shares)	$ 78.00	$ 88.95	$ 71.25
Restricted stock granted (in dollars per shares)	47.77	65.40	118.80
Restricted stock vested (in dollars per shares)	80.86	78.90	73.35
Restricted stock forfeited (in dollars per shares)	60.92	76.65	76.50
Balance at end of period (in dollars per shares)	$ 58.63	$ 78.00	$ 88.95
Balance at beginning of period	$ 28	$ 33	$ 52
Restricted stock granted	3	20	13
Restricted stock vested	2	13	15
Balance at end of period	$ 4	$ 28	$ 33

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Income Taxes (Narrative) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Income Tax Contingency [Line Items]
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Impairment Losses, Amount		$ 608
Federal rate		35.00%	35.00%	35.00%
Adjustment of deferred tax balances			$ 36	$ 3
Domestic production activities deduction			12
Federal research and development credits			6	$ 5
Deferred Tax Assets, Valuation Allowance		$ 407	$ 271
Change in tax rate, percent of qualified assets to be expensed		100.00%
Benefit resulting from state law changes		$ 830
Goodwill impairment		19.10%
Effective tax rate		43.40%	40.20%	45.80%
Effect of expiration of statute of limitations during next twelve months		$ 3
Alternative minimum tax credit		3
Gross tax liability for tax positions that may not be sustained under a more likely than not threshold		12
Additional interest recognized on tax liability		1
Accrued interest on tax liability		1	$ 1
Deferred Tax Assets, Net, Current		0	55
Proceeds from Income Tax Refunds		51	$ 120
Scenario, Plan [Member]
Income Tax Contingency [Line Items]
Federal rate	21.00%
Research Tax Credit Carryforward [Member]
Income Tax Contingency [Line Items]
Tax Credit Carryforward, Amount		18
State and Local Jurisdiction [Member]
Income Tax Contingency [Line Items]
Tax Credit Carryforward, Amount		27
Operating loss carryforward		9,000
Internal Revenue Service (IRS) [Member]
Income Tax Contingency [Line Items]
Operating loss carryforward		$ 2,100

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Income Taxes (Reconciliation Of Provision For Income Taxes) (Details)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Income Taxes [Abstract]
Consolidated tax provision at federal statutory rate	35.00%	35.00%	35.00%
State income tax provisions, net of federal income tax benefit	1.70%	(0.10%)	8.70%
Tax reserve adjustment	0.10%	0.60%	(0.30%)
Domestic production activities deduction		(1.90%)
Changes in certain deferred tax balances	(0.40%)	5.80%	0.80%
Goodwill impairment	(19.10%)
Federal research and development credit	0.10%	1.00%	1.50%
Non-deductible transaction costs			0.40%
Deferred Tax Remeasurement - 2017 Tax Reform	26.10%
All other, net	(0.10%)	(0.20%)	(0.30%)
Effective tax rate	43.40%	40.20%	45.80%

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Income Taxes (Components Of Net Deferred Income Tax Liability (Asset) (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016
Deferred income tax liabilities [Abstract]
Property, plant and equipment basis differences	$ 2,022	$ 2,751
Intangibles	140	878
Deferred Revenue/Expense	8	14
Other, net	4	12
Gross deferred income tax liability	2,174	3,655
Deferred income tax assets [Abstract]
Pension liability	176	273
Tax operating loss carryforward	960	687
Employee benefits	192	255
Accrued expenses	23	44
Capital Lease Obligations	39	75
Tax Credits	43	30
Allowance for doubtful accounts	7	44
Other, net	2	2
Gross deferred income tax asset	1,442	1,410
Less: Valuation allowance	(407)	(271)
Net deferred income tax asset	1,035	1,139
Net deferred income tax liability	$ 1,139	$ 2,516

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Income Taxes (Schedule of Components of Income Tax Expense (Benefit)) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Current [Abstract]
Federal	$ (4)	$ (52)	$ 8
State	5	7	(6)
Total current	1	(45)	2
Deferred [Abstract]
Federal	(1,312)	(145)	(126)
State	(72)	(60)	(41)
Total deferred	(1,384)	(205)	(167)
Income Tax Expense (Benefit), Total	(1,383)	(250)	(165)
Income taxes charged (credited) to equity of Frontier [Abstract]
Utilization of the benefits arising from restricted stock	(1)	(5)
Deferred income taxes (benefits) arising from the recognition of additional pension/OPEB liability	7	(21)	36
Total income taxes charged (credited) to equity of Frontier	6	(26)	36
Total income taxes	$ (1,377)	$ (276)	$ (129)

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Income Taxes (Changes In The Balance Of Unrecognized Tax Benefits) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Income Taxes [Abstract]
Unrecognized tax benefits - beginning of year	$ 16	$ 19
Gross increases - prior year tax positions		3
Gross increases - current year tax positions	3	3
Gross Decreases - FIN 48 Liability Release	(7)	(9)
Unrecognized tax benefits - end of year	$ 12	$ 16

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Net Loss Per Common Share (Narrative) (Details) - shares	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Stock Options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Shares excluded from the computation of diluted earnings per share (in shares)	1,334	2,667	3,333
Non-Employee Directors' Deferred Fee Plan and Equity Plan [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Shares excluded from the computation of diluted earnings per share (in shares)	203,952	125,431	95,812
Preferred Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Shares excluded from the computation of diluted earnings per share (in shares)	19,250,000	19,250,000

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Net Loss Per Common Share (Calculation Of Net Income (Loss) Per Common Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions	3 Months Ended								12 Months Ended
	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Net Loss Per Common Share [Abstract]
Net income (loss) attributable to Frontier common shareholders	$ (1,082)	$ (92)	$ (715)	$ (129)	$ (133)	$ (134)	$ (80)	$ (240)	$ (2,018)	$ (587)	$ (316)
Less: Dividends paid on unvested restricted stock awards									(2)	(3)	(3)
Total basic net loss attributable to Frontier common shareholders									(2,020)	(590)	(319)
Effect of loss related to dilutive stock units
Total diluted net loss attributable to Frontier common shareholders									$ (2,020)	$ (590)	$ (319)
Total weighted average shares and unvested restricted stock awards outstanding - basic (in shares)									78,409	78,142	72,787
Less: Weighted average unvested restricted stock awards (in shares)									(673)	(535)	(479)
Total weighted average shares outstanding - basic (in shares)									77,736	77,607	72,308
Basic net income (loss) per share attributable to Frontier common shareholders	$ (13.91)	$ (1.19)	$ (9.20)	$ (1.67)	$ (1.73)	$ (1.73)	$ (1.05)	$ (3.10)	$ (25.99)	$ (7.61)	$ (4.41)
Total weighted average shares outstanding - diluted (in shares)									77,736	77,607	72,308
Diluted net loss per share attributable to Frontier common shareholders	$ (13.91)	$ (1.19)	$ (9.21)	$ (1.67)	$ (1.73)	$ (1.73)	$ (1.05)	$ (3.10)	$ (25.99)	$ (7.61)	$ (4.41)

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Comprehensive Loss (Narrative) (Details) - Pension Benefits [Member] - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Apr. 01, 2016	Dec. 31, 2015
Accumulated Other Comprehensive Income (Loss) [Line Items]
Discount rate - used at year end to value obligation (in hundredths)	3.70%	4.10%	4.00%	4.50%
Other comprehensive income (loss) before reclassifications		$ 105
Pension Settlement Cost [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Reclassifications, pretax	$ (83)
Reclassifications, net of tax	$ (51)

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Comprehensive Loss (Accumulated Other Comprehensive Loss, Net of Tax) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance, beginning	$ 4,519	$ 5,614	$ 3,658
Net current-period other comprehensive income (loss)	21	(34)	51
Balance, ending	2,274	4,519	5,614
Deferred Taxes On Pension And OPEB Costs [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Deferred tax items	223	231	211	$ 247
Defined Benefit Plans [Member] | Pension Benefits [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance, beginning	(403)	(363)	(330)
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax	(12)	(65)	(51)
Amounts reclassified from accumulated other comprehensive loss, net of tax	70	25	18
Net current-period other comprehensive income (loss)	58	(40)	(33)
Balance, ending	(345)	(403)	(363)
Defined Benefit Plans [Member] | Postretirement Costs [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance, beginning	16	10	(74)
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax	(31)	11	82
Amounts reclassified from accumulated other comprehensive loss, net of tax	(6)	(5)	2
Net current-period other comprehensive income (loss)	(37)	6	84
Balance, ending	(21)	16	10
Accumulated Other Comprehensive Loss [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance, beginning	(387)	(353)	(404)
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax	(43)	(54)	31
Amounts reclassified from accumulated other comprehensive loss, net of tax	64	20	20
Net current-period other comprehensive income (loss)	21	(34)	51
Balance, ending	$ (366)	$ (387)	$ (353)

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Comprehensive Loss (Reclassification Out of AOCI) (Details) - Reclassification out of Accumulated Other Comprehensive Income [Member] - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Pension Benefits [Member] | Amortization Of Defined Benefit Cost Items [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Reclassifications, pretax	$ (113)	$ (40)	$ (29)
Tax impact	43	15	11
Reclassifications, net of tax	(70)	(25)	(18)
Pension Benefits [Member] | Actuarial Gains (Losses) [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Reclassifications, pretax	(30)	(40)	(29)
Pension Benefits [Member] | Pension Settlement Cost [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Reclassifications, pretax	(83)
Reclassifications, net of tax	(51)
Postretirement Costs [Member] | Amortization Of Defined Benefit Cost Items [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Reclassifications, pretax	9	8	(3)
Tax impact	(3)	(3)	1
Reclassifications, net of tax	6	5	(2)
Postretirement Costs [Member] | Prior-Service Credits (Costs) [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Reclassifications, pretax	$ 9	9	5
Postretirement Costs [Member] | Actuarial Gains (Losses) [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Reclassifications, pretax		$ (1)	$ (8)

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Segment Information (Details)	12 Months Ended
	Dec. 31, 2017 segment
Segment Information [Abstract]
Number of operating regions	1
Number of reportable segments	1

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Quarterly Financial Data (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended		12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Quarterly Financial Data [Abstract]
Goodwill, Impairment Loss	$ 2,078		$ 2,748
Goodwill, Impairment Loss, Net of Tax	$ 1,822
Restructuring Charges		$ 80	82	$ 91	$ 2
Restructuring Charges, Net of Tax		52
Acquisition and integration costs		49	$ 25	$ 436	$ 236
Acquisition and integration costs, after tax		$ 48

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Quarterly Financial Data (Schedule Of Quarterly Financial Data) (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended								12 Months Ended
	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Quarterly Financial Data [Abstract]
Revenue	$ 2,217	$ 2,251	$ 2,304	$ 2,356	$ 2,409	$ 2,524	$ 2,608	$ 1,355	$ 9,128	$ 8,896	$ 5,576
Operating income (loss)	(1,754)	309	(394)	271	255	264	311	58	(1,568)	888	745
Net income (loss) attributable to Frontier common shareholders	$ (1,082)	$ (92)	$ (715)	$ (129)	$ (133)	$ (134)	$ (80)	$ (240)	$ (2,018)	$ (587)	$ (316)
Basic net income (loss) per share attributable to Frontier common shareholders	$ (13.91)	$ (1.19)	$ (9.20)	$ (1.67)	$ (1.73)	$ (1.73)	$ (1.05)	$ (3.10)	$ (25.99)	$ (7.61)	$ (4.41)
Diluted net loss per share attributable to Frontier common shareholders	$ (13.91)	$ (1.19)	$ (9.21)	$ (1.67)	$ (1.73)	$ (1.73)	$ (1.05)	$ (3.10)	$ (25.99)	$ (7.61)	$ (4.41)

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Retirement Plans (Narrative) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Apr. 01, 2016
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Pension settlement costs	$ 83
Capitalization of pension and OPEB expense related to engineering and plant construction	$ 26	$ 25	$ 20
Contribution of Property		15
Defined Benefit Plan, Lease term of contributed property	15 years
Pension Building Contribution Aggregate Annual Rent		2
Plan assets acquired during the period		1,108
Accumulated benefit obligation	$ 3,363	3,465
401(k) savings plan employer contributions	$ 48	$ 48	$ 28
Pension Benefits [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Discount rate - used at year end to value obligation (in hundredths)	3.70%	4.10%	4.50%	4.00%
Other comprehensive income (loss) before reclassifications		$ (105)
Expected long-term rate of return on plan assets (in hundredths)	7.50%	7.50%	7.75%
Expected Long Term Rate Of Return On Plan Assets In Future Year In Hundreths	7.50%
Expected amortization of unrecognized loss	$ 26
Defined Benefit Plan, Settlements, Benefit Obligation	486
Defined Benefit Plan, Settlements Benefit obligation threshold	224
Pension settlement costs	83
Contributions to plans	206	$ 28
Contributions to plan, net of differential	$ 75
Employer Cash Contributions		13	$ 62
Defined Benefit Plan, Funded Percentage	80.00%
Differential Payment Received	$ 131
Postretirement Benefits Other Than Pensions (OPEB) [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Expected amortization of prior service credit	9
Expected amortization of unrecognized loss	2
Contributions to plans	$ 24	$ 18
Annual rate of increase in the per-capita cost of covered medical benefits (in hundredths)	6.75%
Annual rate of increase in the per-capita cost of covered medical benefits in 2024 (in hundredths)	5.00%
Effect on total of service and interest cost components, 1 percentage point increase	$ 1
Effect on postretirement benefit obligation, 1 percentage point increase	22
Effect on total of service and interest cost components, 1 percentage point decrease	(1)
Effect on postretirement benefit obligation, 1 percentage point decrease	$ (22)
Postretirement Benefits Other Than Pensions (OPEB) [Member] | Minimum [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Discount rate - used at year end to value obligation (in hundredths)	3.70%	4.10%	4.50%
Postretirement Benefits Other Than Pensions (OPEB) [Member] | Maximum [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Discount rate - used at year end to value obligation (in hundredths)	3.80%	4.30%	4.70%
2016 Pension Real Estate Contributions [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Contribution of Property		$ 15
Fixed Income Securities [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Target asset allocation	40.00%
Equity Securities [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Target asset allocation	60.00%

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Retirement Plans (Projected Benefit Obligation) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Change in plan assets [Roll Forward]
Fair value of plan assets at beginning of year	$ 2,766
Fair value of plan assets at end of year	2,674	$ 2,766
Amounts recognized in the consolidated balance sheet [Abstract]
Pension and other postretirement benefits - current	(29)	(23)
Pension and other postretirement benefits - noncurrent	(1,676)	(1,602)
Pension Benefits [Member]
Change in projected benefit obligation (PBO) [Roll Forward]
PBO at beginning of year	3,465	2,142
Service cost	97	88	$ 55
Interest cost	127	122	88
Actuarial (gain)/loss	214	137
Benefits paid	(59)	(155)
CTF Acquisition PBO		1,108
Settlements	(486)
Special termination benefits	5	23
PBO at end of year	3,363	3,465	2,142
Change in plan assets [Roll Forward]
Fair value of plan assets at beginning of year	2,766	1,572
Fair value of plan assets acquired		1,120
Actual return on plan assets	378	201
Employer contributions	206	28
Settlements	(486)
Differential payment received from Verizon	(131)
Benefits paid	(59)	(155)
Fair value of plan assets at end of year	2,674	2,766	1,572
Funded status	(689)	(699)
Amounts recognized in the consolidated balance sheet [Abstract]
Pension and other postretirement benefits - noncurrent	(689)	(699)
Accumulated other comprehensive (gain) loss	556	647	584
Postretirement Benefits Other Than Pensions (OPEB) [Member]
Change in projected benefit obligation (PBO) [Roll Forward]
PBO at beginning of year	925	626
Service cost	21	19	19
Interest cost	40	37	30
Plan participants' contributions	7	5
Actuarial (gain)/loss	54	(18)
Benefits paid	(31)	(23)
CTF Acquisition PBO		276
Special termination benefits		3
PBO at end of year	1,016	925	626
Change in plan assets [Roll Forward]
Plan participants' contributions	7	5
Employer contributions	24	18
Benefits paid	(31)	(23)
Funded status	(1,016)	(925)
Amounts recognized in the consolidated balance sheet [Abstract]
Pension and other postretirement benefits - current	(29)	(23)
Pension and other postretirement benefits - noncurrent	(987)	(902)
Accumulated other comprehensive (gain) loss	$ 33	$ (29)	$ (20)

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Retirement Plans (Net Periodic Benefit Cost) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Pension settlement costs	$ 83
Special termination benefits	5	$ 26
Pension Benefits [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Service cost	97	88	$ 55
Interest cost on projected benefit obligation	127	122	88
Expected return on plan assets	(186)	(168)	(129)
Amortization of unrecognized loss	30	40	29
Net periodic benefit cost	68	82	43
Pension settlement costs	83
Special termination benefits	5	23
Total Disclosed Benefit Cost	156	105	43
Postretirement Benefits Other Than Pensions (OPEB) [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Service cost	21	19	19
Interest cost on projected benefit obligation	40	37	30
Amortization of prior service (credit)/costs	(9)	(9)	(5)
Amortization of unrecognized loss		1	8
Net periodic benefit cost	52	48	52
Special termination benefits		3
Total Disclosed Benefit Cost	$ 52	$ 51	$ 52

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Retirement Plans (Asset Allocations) (Details)	Dec. 31, 2017	Dec. 31, 2016
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Weighted average asset allocation (in hundreths)	100.00%	100.00%
Equity Securities [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Weighted average asset allocation (in hundreths)	50.00%	50.00%
Debt Securities [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Weighted average asset allocation (in hundreths)	40.00%	38.00%
Alternative Investments [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Weighted average asset allocation (in hundreths)	10.00%	11.00%
Cash and Cash Equivalents [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Weighted average asset allocation (in hundreths)		1.00%

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Retirement Plans (Pension Expected Benefit Payments) (Details) - Pension Benefits [Member] $ in Millions	Dec. 31, 2017 USD ($)
Defined Benefit Plan, Estimated Future Benefit Payments [Abstract]
2018	$ 265
2019	256
2020	251
2021	245
2022	237
2023 - 2027	1,122
Total	$ 2,376

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Retirement Plans (Assumptions Used) (Details)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Apr. 01, 2016
Pension Benefits [Member]
Defined Benefit Plan, Assumptions Used in Calculations [Abstract]
Discount rate - used at year end to value obligation (in hundredths)	3.70%	4.10%	4.50%	4.00%
Discount rate - used to compute annual cost (in hundredths)	4.10%	4.50%	4.10%
Expected long-term rate of return on plan assets (in hundredths)	7.50%	7.50%	7.75%
Rate of increase in compensation levels (in hundredths)	2.50%	2.50%	2.50%
Postretirement Benefits Other Than Pensions (OPEB) [Member] | Maximum [Member]
Defined Benefit Plan, Assumptions Used in Calculations [Abstract]
Discount rate - used at year end to value obligation (in hundredths)	3.80%	4.30%	4.70%
Discount rate - used to compute annual cost (in hundredths)	4.30%	4.70%	4.20%
Postretirement Benefits Other Than Pensions (OPEB) [Member] | Minimum [Member]
Defined Benefit Plan, Assumptions Used in Calculations [Abstract]
Discount rate - used at year end to value obligation (in hundredths)	3.70%	4.10%	4.50%
Discount rate - used to compute annual cost (in hundredths)	4.10%	4.50%	4.10%

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Retirement Plans (Schedule of Expected Benefit Payments for OPEB) (Details) $ in Millions	Dec. 31, 2017 USD ($)
OPEB, Gross Benefits [Member]
Defined Benefit Plan, Estimated Future Benefit Payments [Abstract]
2018	$ 30
2019	37
2020	44
2021	49
2022	52
2023 - 2027	306
Total	518
Medicare Part D Subsidy [Member]
Defined Benefit Plan, Estimated Future Benefit Payments [Abstract]
2023 - 2027	2
Total	2
Postretirement Benefits Other Than Pensions (OPEB) [Member]
Defined Benefit Plan, Estimated Future Benefit Payments [Abstract]
2018	30
2019	37
2020	44
2021	49
2022	52
2023 - 2027	308
Total	$ 520

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Retirement Plans (Net Periodic Benefit Cost Not Yet Recognized) (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Pension Benefits [Member]
Defined Benefit Plan [Abstract]
Net actuarial loss	$ 556	$ 647
Total	556	647	$ 584
Postretirement Benefits Other Than Pensions (OPEB) [Member]
Defined Benefit Plan [Abstract]
Net actuarial loss	54	1
Prior service cost/(credit)	(21)	(30)
Total	$ 33	$ (29)	$ (20)

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Retirement Plans (Amounts Recognized as a Component of AOCI) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Pension Benefits [Member]
Pension and Other Postretirement Benefit Plans, Accumulated Other Comprehensive Income (Loss), before Tax [Abstract]
Accumulated other comprehensive (gain) loss at beginning of year	$ 647	$ 584
Net actuarial gain/(loss) recognized during year	(30)	(40)
Net actuarial loss/(gain) occuring during year	22	103
Settlement loss recognized	(83)
Net amount recognized in comprehensive income (loss) for the year	(91)	63
Accumulated other comprehensive (gain)/loss at end of year	556	647
Postretirement Benefits Other Than Pensions (OPEB) [Member]
Pension and Other Postretirement Benefit Plans, Accumulated Other Comprehensive Income (Loss), before Tax [Abstract]
Accumulated other comprehensive (gain) loss at beginning of year	(29)	(20)
Net actuarial gain/(loss) recognized during year		(1)
Prior service (cost)/credit recognized during year	9	9
Net actuarial loss/(gain) occuring during year	53	(17)
Net amount recognized in comprehensive income (loss) for the year	62	(9)
Accumulated other comprehensive (gain)/loss at end of year	$ 33	$ (29)

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Fair Value of Financial Instruments (Pension Plan Assets Measured At Fair Value On Recurring Basis) (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments as fair value	$ 2,692	$ 2,514
Receivable for plan assets of the CTF Operations		258
Interest and Dividends Receivable	6	6
Due from Broker for Securities Sold	40	27
Receivable Associated with Insurance Contract	7	7
Due to Broker for Securities Purchased	(71)	(46)
Total Plan Assets, at Fair Value	2,674	2,766
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments as fair value	884	863
Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments as fair value	1,693	1,533
Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments as fair value	115	118
Cash and Cash Equivalents [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments as fair value	37	42
Cash and Cash Equivalents [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments as fair value	37	42
U.S. Government Obligations [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments as fair value	30	29
U.S. Government Obligations [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments as fair value	30	29
Corporate and Other Obligations [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments as fair value	448	400
Corporate and Other Obligations [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments as fair value	448	400
Equity Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments as fair value	523	487
Equity Securities [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments as fair value	523	487
Commingled Funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments as fair value	1,215	1,104
Commingled Funds [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments as fair value	1,215	1,104
Interest in Registered Investment Companies [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments as fair value	324	334
Interest in Registered Investment Companies [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments as fair value	324	334
Interest in Limited Partnerships and Limited Liability Companies [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments as fair value	115	118
Interest in Limited Partnerships and Limited Liability Companies [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments as fair value	$ 115	$ 118

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Fair Value of Financial Instruments (Changes In Fair Value Of Plan's Level 3 Assets) (Details) - Interest in Limited Partnerships and Limited Liability Companies [Member] - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Balance, beginning of year	$ 118	$ 92
Realized gains	12	7
Unrealized (losses)	(2)	13
Purchases		15
Sales and distributions	(13)	(9)
Balance, end of year	$ 115	$ 118

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Fair Value of Financial Instruments (Redemption Of The Plan's Level 3 Investments) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
MS IFHF SVP LP Cayman [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liquidation Period (in years)	5 years
MS IFHF SVP LP Alpha [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liquidation Period (in years)	5 years
RII World Timberfund, LLC [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liquidation Period (in years)	10 years
Interest in Limited Partnerships and Limited Liability Companies [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	$ 115	$ 118	$ 92
Interest in Limited Partnerships and Limited Liability Companies [Member] | MS IFHF SVP LP Cayman [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	1
Interest in Limited Partnerships and Limited Liability Companies [Member] | MS IFHF SVP LP Alpha [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	1
Interest in Limited Partnerships and Limited Liability Companies [Member] | RII World Timberfund, LLC [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	5
Interest in Limited Partnerships and Limited Liability Companies [Member] | E Casino Road, LLC (member)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	$ 15
Capitalization Rate	7.00%
Interest in Limited Partnerships and Limited Liability Companies [Member] | Comm Drive, LLC [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	$ 9
Capitalization Rate	8.00%
Interest in Limited Partnerships and Limited Liability Companies [Member] | CTE Drive, LLC [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	$ 10
Capitalization Rate	9.50%
Interest in Limited Partnerships and Limited Liability Companies [Member] | Oakbrook Parkway LLC [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	$ 26
Capitalization Rate	7.75%
Interest in Limited Partnerships and Limited Liability Companies [Member] | West Jefferson, LLC [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	$ 26
Capitalization Rate	8.75%
Interest in Limited Partnerships and Limited Liability Companies [Member] | MacCorkle Ave SE, LLC [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	$ 14
Capitalization Rate	8.50%
Interest in Limited Partnerships and Limited Liability Companies [Member] | S Pike Road West, LLC [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	$ 1
Capitalization Rate	8.50%
Interest in Limited Partnerships and Limited Liability Companies [Member] | N US 131, LLC [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	$ 1
Capitalization Rate	9.50%
Interest in Limited Partnerships and Limited Liability Companies [Member] | E Stockton Blvd, LLC [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	$ 6
Capitalization Rate	7.50%

XML

Fair Value Of Financial Instruments (Long Term Debt) (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016
Carrying Amount [Member]
Long-term debt [Abstract]
Long-term debt	$ 16,970	$ 17,560
Fair Value [Member]
Long-term debt [Abstract]
Long-term debt	$ 13,994	$ 17,539

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Commitments And Contingencies (Narrative) (Details) $ in Millions	12 Months Ended
	Dec. 31, 2017 USD ($) state property	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)
Regulatory Commitments [Abstract]
Number of states of operation | state	29
Operating Leases [Abstract]
Term Of Lease Arrangements Lower Range	1 year
Term Of Lease Arrangements Upper Range	99 years
Rental expense	$ 106	$ 137	$ 119
CAF Phase II [Member]
Regulatory Commitments [Abstract]
Annual support offered by the Federal Communications Commission	$ 332
Number of households to be serviced under regulatory funded programs | property	774,000
CTF Transaction [Member] | CAF Phase II [Member]
Regulatory Commitments [Abstract]
Annual support offered by the Federal Communications Commission	$ 49

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Commitments and Contingencies (Future Minimum Rental Commitments For All Long-Term Noncancelable Operating Leases) (Details) $ in Millions	Dec. 31, 2017 USD ($)
Commitments And Contingencies [Abstract]
2018	$ 80
2019	25
2020	29
2021	26
2022	23
Thereafter	388
Total minimum lease payments	$ 571

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Commitments and Contingencies (Future Payments For Obligations Under Noncancelable Long Distance Contracts And Service Agreements) (Details) $ in Millions	Dec. 31, 2017 USD ($)
Commitments And Contingencies [Abstract]
2018	$ 37
2019	40
2020	31
2021	7
2022	2
Thereafter	9
Total	$ 126

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Commitments and Contingencies (Outstanding Performance Letters Of Credit) (Details) - Letter of Credit [Member] $ in Millions	Dec. 31, 2017 USD ($)
Line of Credit Facility [Line Items]
Line of credit, amount outstanding	$ 192
CNA [Member]
Line of Credit Facility [Line Items]
Line of credit, amount outstanding	49
AIG Insurance [Member]
Line of Credit Facility [Line Items]
Line of credit, amount outstanding	114
Zurich [Member]
Line of Credit Facility [Line Items]
Line of credit, amount outstanding	28
Other Letters of Credit [Member]
Line of Credit Facility [Line Items]
Line of credit, amount outstanding	$ 1