8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report: August 7, 2014

CINCINNATI BELL INC.

(Exact Name of Registrant as Specified in its Charter)

Ohio	001-8519	31-1056105
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

221 East Fourth Street

Cincinnati, OH 45202

(Address of Principal Executive Office)

Registrant's telephone number, including area code: (513) 397-9900

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Section 2 - Financial Information

Item 2.02Results of Operations and Financial Condition

On August 7, 2014, Cincinnati Bell Inc. reported its financial results for the second quarter 2014. The earnings release is attached as Exhibit 99.1.

Section 7 - Regulation FD

Item 7.01     Regulation FD Disclosure

On August 7, 2014, Theodore H. Torbeck, the Company's president and chief executive officer, and Leigh R. Fox, the Company's chief financial officer, will present second quarter 2014 results. The presentation will be webcast both live and on-demand. To listen, go to the Investor Relations section of www.cincinnatibell.com, click on the Webcasts/Presentations tab and follow the instructions for accessing the webcast.

A copy of the presentation to be made during the meeting is attached to this Current Report as Exhibit 99.2.

The information in Items 2.02 and 7.01 and the exhibits attached to this Current Report as Exhibit 99.1 and 99.2 are being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Act of 1934 or otherwise subject to the liabilities of that Section nor shall they be deemed incorporated by reference into any filing under the Securities Act of 1933 or the Securities Act of 1934, except as shall be expressly stated by specific reference in such filing.

Item 9.01Financial Statements and Exhibits.

(c)	Exhibit No.	Description
	Exhibit 99.1	Press release dated August 7, 2014
	Exhibit 99.2	Presentation made during the Cincinnati Bell second quarter 2014 earnings conference call on August 7, 2014

Cautionary Statement Concerning Forward-Looking Statements

This report and the documents incorporated by reference herein contain forward-looking statements regarding future events and results that are subject to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, are statements that could be deemed forward-looking statements. These statements are based on current expectations, estimates, forecasts, and projections about the industries in which we operate and the beliefs and assumptions of our management. Words such as “expects,” “anticipates,” “predicts,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “continues,” “endeavors,” “strives,” “may,” or variations of such words and similar expressions are intended to identify such forward-looking statements. In addition, any statements that refer to projections of future financial performance, anticipated growth and trends in businesses, and other characterizations of future events or circumstances are forward-looking statements. Readers are cautioned these forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties, which could cause actual results to differ materially and adversely from those reflected in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed in this release and those discussed in other documents the company filed with the Securities and Exchange Commission (SEC). More information on potential risks and uncertainties is available in our recent filings with the SEC, including Cincinnati Bell's Form 10-K report, Form 10-Q reports and Form 8-K reports. Actual results may differ materially and adversely from those expressed in any forward-looking statements. The company undertakes no obligation to revise or update any forward-looking statements for any reason. The forward-looking statements included in this report represent company estimates as of August 7, 2014. Cincinnati Bell anticipates that subsequent events and developments will cause its estimates to change.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		CINCINNATI BELL INC.
Date:	August 7, 2014	By:	/s/ Christopher J. Wilson
			Christopher J. Wilson
			Vice President, General Counsel and Secretary

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release dated August 7, 2014
99.2	Presentation made during the Cincinnati Bell second quarter 2014 earnings conference call on August 7, 2014

EX-99.1

Cincinnati Bell Reports Second Quarter 2014 Results -

Continued Progress on Strategic Initiatives

HIGHLIGHTS

• Wireline revenue was $185 million, up 2 percent from a year ago

• Revenue from strategic products was $107 million, up 23 percent over the prior year

• Sold 16 million CyrusOne partnership units with proceeds totaling $356 million

• Strong second quarter Adjusted EBITDA of $100 million

• Net Income equaled $114 million, resulting in diluted EPS of $0.53

CINCINNATI - August 7, 2014 - Cincinnati Bell Inc. (NYSE:CBB) today announced financial results for the second quarter of 2014, highlighted by the sale of 16 million CyrusOne partnership units. Proceeds from the transaction totaled $356 million and will be used to repay debt, resulting in annual interest savings of $28 million. The Company also issued a separate press release today announcing it has reached a tentative agreement with the Communications Workers of America (CWA) on a new 27-month labor contract.

The Company's strategic fiber investments continued to produce strong Wireline revenue, which totaled $185 million in the quarter, up 2 percent compared to the prior year. Year-to-date, Wireline revenue is up $7 million compared to a year ago. Revenue from strategic products increased 23 percent over the prior year totaling $107 million dollars for the quarter as demand for Fioptics and IT solutions remains high.

"The initial monetization of our investment in CyrusOne and the agreement to sell our wireless spectrum are essential steps in achieving our goal of transforming Cincinnati Bell into a growing fiber based entertainment, communications and IT solutions company," said Ted Torbeck, president and chief executive officer. "The completion of these transactions and the continued growth of our strategic products demonstrates this team's ability to execute on its objectives," added Torbeck.

CONSOLIDATED RESULTS¹ 

Consolidated revenue for the second quarter of 2014 was $320 million, up $8 million from the prior year. Operating income for the quarter totaled $36 million and net income of $114 million resulted in diluted earnings per share ("EPS") of $0.53. Adjusted EBITDA² for the quarter was $100 million, down $5 million due to declines from our wireless operations and $1 million of mark-to-market expenses on compensation plans indexed to changes in our stock price.

Year-to-date consolidated revenue totaled $642 million, up $20 million from a year ago. Adjusted EBITDA was $206 million, down $1 million after excluding mark-to-market changes totaling $7 million. Operating income totaled $93 million and net income totaled $121 million for the first half of 2014.

Wireline Segment

• Wireline revenue for the quarter totaled $185 million, up $3 million compared to the prior year.

◦ Fioptics revenue for the quarter was $34 million, up 45 percent from the prior year.

◦ Strategic revenue for business customers totaled $42 million (including $2 million of Fioptics revenue) for the quarter, up 16 percent compared to the prior year.

• Operating income was $51 million in the quarter, up 3 percent from a year ago.

• Adjusted EBITDA totaled $83 million for the quarter, down 1 percent from the same period in 2013.

• Fioptics video subscribers totaled 82,500 at the end of the second quarter, up 31 percent compared to the same period in 2013.

• Fioptics internet subscribers totaled 98,300, adding 6,700 new Fioptics high-speed internet subscribers in the quarter.

• In the second quarter of 2014, we passed an additional 19,100 units with Fioptics. The Fioptics suite of products is now available to 307,100 addresses, approximately 38 percent of Greater Cincinnati.

IT Services and Hardware Segment

• Revenue of $102 million for the quarter was up 18 percent over the prior year.

◦ Strategic managed and professional services revenue was $34 million in the quarter, up 16 percent compared to the prior year.

◦ Hardware revenue was $66 million for the quarter, up 17 percent year-over-year.

• Operating income totaled $3 million for the quarter.

• Adjusted EBITDA was $6 million for the quarter, compared to $4 million in the second quarter of 2013.

Wireless Segment

• Revenue was $41 million for the quarter, down 20 percent from the prior year.

• Operating loss totaled $13 million in the quarter, compared to income of $11 million a year ago.

• Adjusted EBITDA of $15 million in the quarter was down $4 million compared to the same period a year ago.

• Wireless subscribers totaled 276,700 at the end of the quarter.

Investment in CyrusOne

• Sold 16 million CyrusOne partnership units resulting in a gain of $193 million.

• Cincinnati Bell now effectively owns 44 percent of CyrusOne as an equity method investment, valued at $709 million as of June 30, 2014.

• CyrusOne reported strong second quarter 2014 revenue of $82 million and Adjusted EBITDA of $41 million.

• CyrusOne increased its full-year 2014 revenue and Adjusted EBITDA guidance range as follows:

Category	2014 Guidance Range	Revised 2014 Guidance Range
Revenue	$305 - $315 million	$325 - $330 million
Adjusted EBITDA	$160 - $165 million	$165 - $170 million

2014 Outlook

On April 7, 2014 the Company announced it had entered into arrangements to sell its wireless spectrum licenses and certain other assets related to its wireless business. Therefore, the Company is separating the components of its 2014 financial guidance as follows:

Category	2014 Guidance	Wireless Segment	2014 Guidance (excluding Wireless)
Revenue	$1.2 billion	$0.2 billion	$1.0 billion
Adjusted EBITDA	$383 million*	$50 million*	$333 million*

*Plus or minus 2 percent

Conference Call/Webcast

Cincinnati Bell will host a conference call on August 7 at 10:00 a.m. (ET) to discuss its results for the second quarter of 2014. A live webcast of the call will be available via the Investor Relations section of www.cincinnatibell.com. The conference call dial-in number is (866) 863-7412. Callers located outside of the U.S. and Canada may dial (816) 581-1570. A taped replay of the conference call will be available one hour after the conclusion of the call until 10:00 a.m. on Thursday August 21, 2014. For U.S. callers, the replay will be available at (888) 203-1112. For callers outside of the U.S. and Canada, the replay will be available at (719) 457-0820. The replay reference number is 9755753. An archived version of the webcast will also be available in the Investor Relations section of www.cincinnatibell.com.

Safe Harbor Note

This release and the documents incorporated by reference herein contain forward-looking statements regarding future events and our future results that are subject to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, are statements that could be deemed forward-looking statements. These statements are based on current expectations, estimates, forecasts, and projections about the industries in which we operate and the beliefs and assumptions of our management. Words such as “expects,” “anticipates,” “predicts,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “continues,” “endeavors,” “strives,” “may,” variations of such words and similar expressions are intended to identify such forward-looking statements. In addition, any statements that refer to projections of our future financial performance, our anticipated growth and trends in our businesses, and other characterizations of future events or circumstances are forward-looking statements. Readers are cautioned these forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties, which could cause our actual results to differ materially and adversely from those reflected in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed in this release and those discussed in other documents we file with the Securities and Exchange Commission (SEC). More information on potential risks and uncertainties is available in our recent filings with the SEC, including Cincinnati Bell's Form 10-K report, Form 10-Q reports and Form 8-K reports. Actual results may differ materially and adversely from those expressed in any forward-looking statements. We undertake no obligation to revise or update any forward-looking statements for any reason.

Use of Non-GAAP Financial Measures

This press release contains information about adjusted earnings before interest, taxes, depreciation and amortization (Adjusted EBITDA), Adjusted EBITDA margin, net debt, net income excluding special items, and free cash flow. These are non-GAAP financial measures used by Cincinnati Bell management when evaluating results of operations and cash flow. Management believes these measures also provide users of the financial statements with additional and useful comparisons of current results of operations and cash flows with past and future periods. Non-GAAP financial measures should not be construed as being more important than comparable GAAP measures. Detailed reconciliations of these non-GAAP financial measures to comparable GAAP financial measures have been included in the tables distributed with this release and are available in the Investor Relations section of www.cincinnatibell.com.

¹Consolidated Results for the six month period ended June 30, 2013 includes CyrusOne's results of operations from January 1, 2013 through January 23, 2013. On January 24, 2013, the Company successfully completed the initial public offering ("IPO") of CyrusOne and no longer consolidates its results, but accounts for CyrusOne as an equity method investment. Results referenced within the Consolidated Results section for the six month period ended June 30, 2013 exclude the operations of CyrusOne for the period January 1, 2013 through January 23, 2013, to effectively provide comparative results to 2014. Excluding CyrusOne results for this period is not consistent with GAAP and should not be considered as an alternative to comparable GAAP measures of revenue, operating income, or profitability.

²Adjusted EBITDA provides a useful measure of operational performance. The company defines Adjusted EBITDA as GAAP operating income plus depreciation, amortization, transaction-related compensation, restructuring charges, (gain) loss on sale or disposal of assets, transaction costs, curtailment gain, asset impairments, components of pension and other retirement plan costs (including interest costs, asset returns, and amortization of actuarial gains and losses), and other special items. Adjusted EBITDA should not be considered as an alternative to comparable GAAP measures of profitability and may not be comparable with the measure as defined by other companies.

CyrusOne defines Adjusted EBITDA as net income (loss) as defined by U.S. GAAP before noncontrolling interests plus interest expense, income tax (benefit) expense, depreciation and amortization, non-cash compensation, transaction costs and transaction-related compensation, including acquisition pursuit costs, restructuring costs, loss on extinguishment of debt, asset impairments, (gain) loss on sale of real estate improvements, and other special items. Other companies may not calculate Adjusted EBITDA in the same manner as CyrusOne. Accordingly, CyrusOne's Adjusted EBITDA as presented may not be comparable to others. Detailed reconciliations of CyrusOne's Adjusted EBITDA to the comparable GAAP financial measure are available in the Investor Relations section of www.cyrusone.com.

Adjusted EBITDA margin provides a useful measure of operational performance. The company defines Adjusted EBITDA margin as Adjusted EBITDA divided by revenue. Adjusted EBITDA margin should not be considered as an alternative to comparable GAAP measures of profitability and may not be comparable with the measure as defined by other companies.

Net income excluding special items in total and per share provides a useful measure of operating performance. Net income excluding special items should not be considered as an alternative to comparable GAAP measures of profitability and may not be comparable with net income excluding special items as defined by other companies.

Free cash flow provides a useful measure of operational performance, liquidity and financial health. The company defines free cash flow as cash provided by (used in) operating, financing and investing activities, adjusted for the issuance and repayment of debt, debt issuance costs, the repurchase of common stock, and the proceeds from the sale or the use of funds from the purchase of business operations, including transaction costs. Free cash flow should not be considered as an alternative to net income (loss), operating income (loss), cash flow from operating activities, or the change in cash on the balance sheet and may not be comparable with free cash flow as defined by other companies. Although the company feels that there is no comparable GAAP measure for free cash flow, the attached financial information reconciles free cash flow to the net increase (decrease) in cash and cash equivalents.

Net debt provides a useful measure of liquidity and financial health. The company defines net debt as the sum of the face amount of short-term and long-term debt and unamortized premium and/or discount, offset by cash and cash equivalents. Net debt should not be considered as an alternative to comparable GAAP measures of liquidity and may not be comparable with the measure as defined by other companies.

About Cincinnati Bell Inc.

With headquarters in Cincinnati, Ohio, Cincinnati Bell (NYSE: CBB) provides integrated communications solutions - including local and long distance voice, data, high-speed internet, video and wireless services - that keep residential and business customers in Greater Cincinnati and Dayton connected with each other and with the world. In addition, enterprise customers across the United States rely on CBTS, a wholly-owned subsidiary, for efficient, scalable office communications systems and end-to-end IT solutions. Cincinnati Bell owns approximately 44% of CyrusOne (NASDAQ: CONE), which provides best-in-class data center colocation services to enterprise customers through its facilities with fully redundant power and cooling solutions that are currently located in the Midwest, Texas, Arizona, London and Singapore. For more information, please visit www.cincinnatibell.com.

Cincinnati Bell Inc.
Consolidated Statements of Operations
(Unaudited)
(Dollars in millions, except per share amounts)
				Three Months Ended										Six Months Ended
				June 30,						Change				June 30,						Change
				2014			2013			$			%	2014			2013			$			%
	Revenue			$	319.9		$	312.0		$	7.9		3%	$	642.4		$	637.7		$	4.7		1%
	Costs and expenses
		Cost of services and products		169.7			158.2			11.5			7%	335.9			320.6			15.3			5%
		Selling, general and administrative		54.5			54.7			(0.2		)	0%	109.9			107.8			2.1			2%
		Depreciation and amortization		60.3			37.2			23.1			62%	107.2			87.8			19.4			22%
		Transaction-related compensation		—			7.1			(7.1		)	n/m	—			42.6			(42.6		)	n/m
		Restructuring charges		6.4			8.2			(1.8		)	(22)%	6.4			10.8			(4.4		)	(41)%
		Curtailment gain		—			(0.6		)	0.6			n/m	—			(0.6		)	0.6			n/m
		(Gain) loss on sale or disposal of assets, net		(0.1		)	0.3			(0.4		)	n/m	(0.1		)	2.8			(2.9		)	n/m
		Amortization of deferred gain		(6.5		)	(0.6		)	(5.9		)	n/m	(10.1		)	(1.2		)	(8.9		)	n/m
		Transaction costs		—			0.7			(0.7		)	n/m	0.7			1.1			(0.4		)	(36)%
			Operating income	35.6			46.8			(11.2		)	(24)%	92.5			66.0			26.5			40%
	Interest expense			40.7			45.4			(4.7		)	(10)%	81.0			93.3			(12.3		)	(13)%
	Loss from CyrusOne equity method investment			2.4			4.7			(2.3		)	(49)%	1.9			6.6			(4.7		)	(71)%
	Gain on sale of CyrusOne equity method investment			(192.8		)	—			(192.8		)	n/m	(192.8		)	—			(192.8		)	n/m
	Other expense (income), net			0.1			0.1			—			0%	0.7			(0.2		)	0.9			n/m
	Income (loss) before income taxes			185.2			(3.4		)	188.6			n/m	201.7			(33.7		)	235.4			n/m
	Income tax expense (benefit)			71.0			(4.2		)	75.2			n/m	80.5			2.2			78.3			n/m
	Net income (loss)			114.2			0.8			113.4			n/m	121.2			(35.9		)	157.1			n/m
	Preferred stock dividends			2.6			2.6			—			0%	5.2			5.2			—			0%
	Net income (loss) applicable to common shareowners			$	111.6		$	(1.8	)	$	113.4		n/m	$	116.0		$	(41.1	)	$	157.1		n/m
	Basic earnings (loss) per common share			$	0.54		$	(0.01	)					$	0.56		$	(0.20	)
	Diluted earnings (loss) per common share			$	0.53		$	(0.01	)					$	0.55		$	(0.20	)
	Weighted average common shares outstanding
		(in millions)
		- Basic		208.5			206.9							208.2			204.8
		- Diluted		209.4			206.9							209.2			204.8

Cincinnati Bell Inc.
Income Statements by Segment
(Unaudited)
(Dollars in millions)
			Three Months Ended										Six Months Ended
			June 30,						Change				June 30,					Change
			2014			2013			$			%	2014			2013		$			%
	Wireline
	Revenue
		Data	$	84.2		$	79.2		$	5.0		6%	$	167.2		$	157.3	$	9.9		6%
		Voice - local service	51.9			58.3			(6.4		)	(11)%	105.0			117.8		(12.8		)	(11)%
		Long distance and VoIP	26.8			26.8			—			0%	53.7			53.7		—			0%
		Entertainment	18.4			13.0			5.4			42%	35.4			25.0		10.4			42%
		Other	3.4			4.3			(0.9		)	(21)%	7.0			7.5		(0.5		)	(7)%
		Total revenue	184.7			181.6			3.1			2%	368.3			361.3		7.0			2%
	Operating costs and expenses
		Cost of services and products	73.1			69.8			3.3			5%	145.0			141.0		4.0			3%
		Selling, general and administrative	31.9			31.7			0.2			1%	63.0			62.7		0.3			0%
		Depreciation and amortization	28.2			27.3			0.9			3%	56.3			54.1		2.2			4%
		Other*	1.0			3.9			(2.9		)	(74)%	0.9			4.5		(3.6		)	(80)%
		Total operating costs and expenses	134.2			132.7			1.5			1%	265.2			262.3		2.9			1%
	Operating income		$	50.5		$	48.9		$	1.6		3%	$	103.1		$	99.0	$	4.1		4%
	IT Services and Hardware
	Revenue
		Telecom and IT equipment distribution	$	65.9		$	56.1		$	9.8		17%	$	133.8		$	113.0	$	20.8		18%
		Managed and professional services	35.7			29.9			5.8			19%	69.7			57.5		12.2			21%
		Total revenue	101.6			86.0			15.6			18%	203.5			170.5		33.0			19%
	Operating costs and expenses
		Cost of services and products	83.6			70.7			12.9			18%	165.3			140.1		25.2			18%
		Selling, general and administrative	12.4			11.8			0.6			5%	24.4			22.5		1.9			8%
		Depreciation and amortization	2.8			2.5			0.3			12%	5.6			5.0		0.6			12%
		Other*	—			0.7			(0.7		)	n/m	—			0.7		(0.7		)	n/m
		Total operating costs and expenses	98.8			85.7			13.1			15%	195.3			168.3		27.0			16%
	Operating income		$	2.8		$	0.3		$	2.5		n/m	$	8.2		$	2.2	$	6.0		n/m
	Wireless
	Revenue
		Service	$	38.3		$	47.5		$	(9.2	)	(19)%	$	80.0		$	96.8	$	(16.8	)	(17)%
		Equipment	2.9			4.2			(1.3		)	(31)%	5.9			8.2		(2.3		)	(28)%
		Total revenue	41.2			51.7			(10.5		)	(20)%	85.9			105.0		(19.1		)	(18)%
	Operating costs and expenses
		Cost of services and products	19.6			24.4			(4.8		)	(20)%	39.1			48.5		(9.4		)	(19)%
		Selling, general and administrative	6.7			9.0			(2.3		)	(26)%	14.4			18.8		(4.4		)	(23)%
		Depreciation and amortization	29.3			7.3			22.0			n/m	45.1			23.3		21.8			94%
		Other*	(1.3		)	(0.4		)	(0.9		)	n/m	(4.9		)	2.3		(7.2		)	n/m
		Total operating costs and expenses	54.3			40.3			14.0			35%	93.7			92.9		0.8			1%
	Operating (loss) income		$	(13.1	)	$	11.4		$	(24.5	)	n/m	$	(7.8	)	$	12.1	$	(19.9	)	n/m
	Data Center Colocation**
	Revenue		$	—		$	—		$	—		n/m	$	—		$	15.6	$	(15.6	)	n/m
	Operating costs and expenses
		Cost of services	—			—			—			n/m	—			4.8		(4.8		)	n/m
		Selling, general and administrative	—			—			—			n/m	—			2.4		(2.4		)	n/m
		Depreciation and amortization	—			—			—			n/m	—			5.2		(5.2		)	n/m
		Total operating costs and expenses	—			—			—			n/m	—			12.4		(12.4		)	n/m
	Operating income		$	—		$	—		$	—		n/m	$	—		$	3.2	$	(3.2	)	n/m
		*Other includes restructuring charges, curtailment gain, (gain) loss on sale or disposal of assets, and amortization of deferred gain.
		**Results for 2013 only include CyrusOne's results through January 23, 2013. Effective January 24, 2013, the date of completion of CyrusOne's IPO, the Company accounts for CyrusOne as an equity method investment, and therefore does not consolidate the CyrusOne results of operations in the total company or segment results.

Cincinnati Bell Inc.
Segment Information
(Unaudited)
(Dollars in millions)
			Three Months Ended										Six Months Ended
			June 30,						Change				June 30,						Change
			2014			2013			$			%	2014			2013			$			%
	Revenue
		Wireline	$	184.7		$	181.6		$	3.1		2%	$	368.3		$	361.3		$	7.0		2%
		IT Services and Hardware	101.6			86.0			15.6			18%	203.5			170.5			33.0			19%
		Wireless	41.2			51.7			(10.5		)	(20)%	85.9			105.0			(19.1		)	(18)%
		Data Center Colocation**	—			—			—			n/m	—			15.6			(15.6		)	n/m
		Eliminations	(7.6		)	(7.3		)	(0.3		)	(4)%	(15.3		)	(14.7		)	(0.6		)	(4)%
		Total revenue	$	319.9		$	312.0		$	7.9		3%	$	642.4		$	637.7		$	4.7		1%
	Cost of Services and Products
		Wireline	$	73.1		$	69.8		$	3.3		5%	$	145.0		$	141.0		$	4.0		3%
		IT Services and Hardware	83.6			70.7			12.9			18%	165.3			140.1			25.2			18%
		Wireless	19.6			24.4			(4.8		)	(20)%	39.1			48.5			(9.4		)	(19)%
		Data Center Colocation**	—			—			—			n/m	—			4.8			(4.8		)	n/m
		Eliminations	(6.6		)	(6.7		)	0.1			1%	(13.5		)	(13.8		)	0.3			2%
		Total cost of services and products	$	169.7		$	158.2		$	11.5		7%	$	335.9		$	320.6		$	15.3		5%
	Selling, General and Administrative
		Wireline	$	31.9		$	31.7		$	0.2		1%	$	63.0		$	62.7		$	0.3		0%
		IT Services and Hardware	12.4			11.8			0.6			5%	24.4			22.5			1.9			8%
		Wireless	6.7			9.0			(2.3		)	(26)%	14.4			18.8			(4.4		)	(23)%
		Data Center Colocation**	—			—			—			n/m	—			2.4			(2.4		)	n/m
		Corporate and eliminations	3.5			2.2			1.3			59%	8.1			1.4			6.7			n/m
		Total selling, general and administrative	$	54.5		$	54.7		$	(0.2	)	0%	$	109.9		$	107.8		$	2.1		2%
	Depreciation and Amortization
		Wireline	$	28.2		$	27.3		$	0.9		3%	$	56.3		$	54.1		$	2.2		4%
		IT Services and Hardware	2.8			2.5			0.3			12%	5.6			5.0			0.6			12%
		Wireless	29.3			7.3			22.0			n/m	45.1			23.3			21.8			94%
		Data Center Colocation**	—			—			—			n/m	—			5.2			(5.2		)	n/m
		Corporate	—			0.1			(0.1		)	n/m	0.2			0.2			—			0%
		Total depreciation and amortization	$	60.3		$	37.2		$	23.1		62%	$	107.2		$	87.8		$	19.4		22%
	Other*
		Wireline	$	1.0		$	3.9		$	(2.9	)	(74)%	$	0.9		$	4.5		$	(3.6	)	(80)%
		IT Services and Hardware	—			0.7			(0.7		)	n/m	—			0.7			(0.7		)	n/m
		Wireless	(1.3		)	(0.4		)	(0.9		)	n/m	(4.9		)	2.3			(7.2		)	n/m
		Data Center Colocation**	—			—			—			n/m	—			—			—			n/m
		Corporate	0.1			10.9			(10.8		)	(99)%	0.9			48.0			(47.1		)	(98)%
		Total other	$	(0.2	)	$	15.1		$	(15.3	)	n/m	$	(3.1	)	$	55.5		$	(58.6	)	n/m
	Operating Income (loss)
		Wireline	$	50.5		$	48.9		$	1.6		3%	$	103.1		$	99.0		$	4.1		4%
		IT Services and Hardware	2.8			0.3			2.5			n/m	8.2			2.2			6.0			n/m
		Wireless	(13.1		)	11.4			(24.5		)	n/m	(7.8		)	12.1			(19.9		)	n/m
		Data Center Colocation**	—			—			—			n/m	—			3.2			(3.2		)	n/m
		Corporate	(4.6		)	(13.8		)	9.2			(67)%	(11.0		)	(50.5		)	39.5			(78)%
		Total operating income	$	35.6		$	46.8		$	(11.2	)	(24)%	$	92.5		$	66.0		$	26.5		40%
		*Other includes transaction-related compensation, restructuring charges, curtailment gain, (gain) loss on sale or disposal of assets, amortization of deferred gain, and transaction costs.
		**Results for 2013 only include CyrusOne's results through January 23, 2013. Effective January 24, 2013, the date of completion of CyrusOne's IPO, the Company accounts for CyrusOne as an equity method investment, and therefore does not consolidate the CyrusOne results of operations in the total company or segment results.

Cincinnati Bell Inc.
Segment Metric Information
(Unaudited)
(In thousands)
			June 30,	March 31,	December 31,	September 30,	June 30,
			2014	2014	2013	2013	2013
	Local access lines
		Residential	255.7	263.5	271.4	278.1	284.9
		Business	250.1	255.3	259.3	263.1	265.1
			505.8	518.8	530.7	541.2	550.0
	Long distance lines		378.6	386.9	394.1	400.8	406.5
	Internet subscribers
		DSL	172.0	178.4	188.5	191.3	194.9
		Fioptics	98.3	91.6	79.9	74.3	66.8
			270.3	270.0	268.4	265.6	261.7
	Fioptics video subscribers		82.5	77.5	74.2	69.7	63.2
	Fioptics units passed		307.1	288.0	276.0	258.0	238.0
	Wireless
		Postpaid wireless subscribers	163.4	183.6	197.4	209.4	223.1
		Prepaid wireless subscribers	113.3	136.2	142.3	145.8	146.9
			276.7	319.8	339.7	355.2	370.0

Cincinnati Bell Inc.
Net Debt and Common Shares Outstanding
(Unaudited)
(Dollars and shares in millions)
		June 30,			December 31,
		2014			2013
Corporate Credit Agreement		$	—		$	40.0
Receivables Facility		114.8			106.2
8 3/4% Senior Subordinated Notes due 2018*		625.0			625.0
Corporate Credit Agreement - Tranche B Term Loan		535.9			538.6
8 3/8% Senior Notes due 2020		683.9			683.9
7 1/4% Senior Notes due 2023		40.0			40.0
Various Cincinnati Bell Telephone notes		134.5			134.5
Capital lease obligations and other debt		97.8			103.3
Net unamortized discount		(5.6		)	(6.3		)
	Total debt	2,226.3			2,265.2
Less: Cash and cash equivalents*		(347.2		)	(4.6		)
	Net debt (as defined by the company)	$	1,879.1		$	2,260.6
Corporate Credit Agreement availability:		$	150.0		$	160.0
Common shares outstanding		209.1			208.2
*On July 9, 2014, the Company provided notification of its election to redeem $325.0 million of the amount outstanding on its 8 3/4% Senior Subordinated Notes due 2018 on August 8, 2014 at a redemption price of 104.375%.

Cincinnati Bell Inc.
Reconciliation of Net Income (GAAP) to Adjusted EBITDA (Non-GAAP)
(Unaudited)
(Dollars in millions)
			Three Months Ended June 30, 2014
			Wireline			IT Services & Hardware			Wireless			Corporate			Total Company			Less: Wireless			Total Company (excluding Wireless) **
	Net Income (GAAP)														$	114.2
	Add:
		Income tax expense													71.0
		Interest expense													40.7
		Loss from CyrusOne equity method investment													2.4
		Gain on sale of CyrusOne equity method investment													(192.8		)
		Other expense, net													0.1
	Operating Income (loss) (GAAP)		$	50.5		$	2.8		$	(13.1	)	$	(4.6	)	$	35.6		$	(13.1	)	$	48.7
	Add:
		Depreciation and amortization	28.2			2.8			29.3			—			60.3			29.3			31.0
		Restructuring charges	1.1			—			5.2			0.1			6.4			5.2			1.2
		Gain on sale or disposal of assets	(0.1		)	—			—			—			(0.1		)	—			(0.1		)
		Amortization of deferred gain	—			—			(6.5		)	—			(6.5		)	(6.5		)	—
		Pension and other retirement plan expenses	3.6			—			—			0.4			4.0			—			4.0
	Adjusted EBITDA (Non-GAAP)		$	83.3		$	5.6		$	14.9		$	(4.1	)	$	99.7		$	14.9		$	84.8
	Adjusted EBITDA Margin		45		%	6		%	36		%	—			31		%
			Three Months Ended June 30, 2013
			Wireline			IT Services & Hardware			Wireless			Corporate			Total Company			Less: Wireless			Total Company (excluding Wireless) **
	Net Income (GAAP)														$	0.8
	Add:
		Income tax benefit													(4.2		)
		Interest expense													45.4
		Loss from CyrusOne equity method investment													4.7
		Other expense, net													0.1
	Operating Income (GAAP)		$	48.9		$	0.3		$	11.4		$	(13.8	)	$	46.8		$	11.4		$	35.4
	Add:
		Depreciation and amortization	27.3			2.5			7.3			0.1			37.2			7.3			29.9
		Transaction-related compensation	—			—			—			7.1			7.1			—			7.1
		Restructuring charges	4.4			0.7			—			3.1			8.2			—			8.2
		Loss on sale or disposal of assets	0.1			—			0.2			—			0.3			0.2			0.1
		Transaction costs	—			—			—			0.7			0.7			—			0.7
		Curtailment gain	(0.6		)	—			—			—			(0.6		)	—			(0.6		)
		Pension and other retirement plan expenses	4.2			—			—			0.3			4.5			—			4.5
	Adjusted EBITDA (Non-GAAP)		$	84.3		$	3.5		$	18.9		$	(2.5	)	$	104.2		$	18.9		$	85.3
	Adjusted EBITDA Margin		46		%	4		%	37		%	—			33		%
	Year-over-year dollar change in Adjusted EBITDA		$	(1.0	)	$	2.1		$	(4.0	)	$	(1.6	)	$	(4.5	)				$	(0.5	)
	Year-over-year percentage change in Adjusted EBITDA		(1		)%	60		%	(21		)%	(64		)%	(4		)%				(1		)%
* Results for 2013 only include CyrusOne's results through January 23, 2013. Effective January 24, 2013, the date of completion of CyrusOne's IPO, the Company accounts for CyrusOne as an equity method investment, and therefore does not consolidate the CyrusOne results of operations in the total company or segment results.
** Total Company (excluding Wireless) does not include any pro-forma adjustments as described by Regulation S-X: Rule 11-02(b)-2 or consideration of any potential negative synergies.

Cincinnati Bell Inc.
Reconciliation of Net Income (Loss) (GAAP) to Adjusted EBITDA (Non-GAAP)
(Unaudited)
(Dollars in millions)
			Six Months Ended June 30, 2014
			Wireline			IT Services & Hardware			Wireless			Data Center Colocation*			Corporate			Total Company			Less: Wireless			Total Company (excluding Wireless) **
	Net Income (GAAP)																	$	121.2
	Add:
		Income tax expense																80.5
		Interest expense																81.0
		Loss from CyrusOne equity method investment																1.9
		Gain on sale of CyrusOne equity method investment																(192.8		)
		Other expense, net																0.7
	Operating Income (loss) (GAAP)		$	103.1		$	8.2		$	(7.8	)	$	—		$	(11.0	)	$	92.5		$	(7.8	)	$	100.3
	Add:
		Depreciation and amortization	56.3			5.6			45.1			—			0.2			107.2			45.1			62.1
		Restructuring charges	1.1			—			5.2			—			0.1			6.4			5.2			1.2
		(Gain) loss on sale or disposal of assets	(0.2		)	—			—			—			0.1			(0.1		)	—			(0.1		)
		Transaction costs	—			—			—			—			0.7			0.7			—			0.7
		Amortization of deferred gain	—			—			(10.1		)	—			—			(10.1		)	(10.1		)	—
		Pension and other retirement plan expenses	8.1			—			—			—			0.8			8.9			—			8.9
	Adjusted EBITDA (Non-GAAP)		$	168.4		$	13.8		$	32.4		$	—		$	(9.1	)	$	205.5		$	32.4		$	173.1
	Adjusted EBITDA Margin		46		%	7		%	38		%	—			—			32		%
			Six Months Ended June 30, 2013
			Wireline			IT Services & Hardware			Wireless			Data Center Colocation			Corporate			Total Company			Less: Wireless			Total Company (excluding Wireless) **
	Net Loss (GAAP)																	$	(35.9	)
	Add:
		Income tax expense																2.2
		Interest expense																93.3
		Loss from CyrusOne equity method investment																6.6
		Other income, net																(0.2		)
	Operating Income (GAAP)		$	99.0		$	2.2		$	12.1		$	3.2		$	(50.5	)	$	66.0		$	12.1		$	53.9
	Add:
		Depreciation and amortization	54.1			5.0			23.3			5.2			0.2			87.8			23.3			64.5
		Transaction-related compensation	—			—			—			—			42.6			42.6			—			42.6
		Restructuring charges	5.8			0.7			—			—			4.3			10.8			—			10.8
		(Gain) loss on sale or disposal of assets	(0.7		)	—			3.5			—			—			2.8			3.5			(0.7		)
		Transaction costs	—			—			—			—			1.1			1.1			—			1.1
		Curtailment gain	(0.6		)	—			—			—			—			(0.6		)	—			(0.6		)
		Pension and other retirement plan expenses	11.1			—			—			—			0.7			11.8			—			11.8
	Adjusted EBITDA (Non-GAAP)		$	168.7		$	7.9		$	38.9		$	8.4		$	(1.6	)	$	222.3		$	38.9		$	183.4
	Adjusted EBITDA Margin		47		%	5		%	37		%	54		%	—			35		%
	Year-over-year dollar change in Adjusted EBITDA		$	(0.3	)	$	5.9		$	(6.5	)	$	(8.4	)	$	(7.5	)	$	(16.8	)				$	(10.3	)
	Year-over-year percentage change in Adjusted EBITDA		0		%	75		%	(17		)%	n/m			n/m			(8		)%				(6		)%
* Results for 2013 only include CyrusOne's results through January 23, 2013. Effective January 24, 2013, the date of completion of CyrusOne's IPO, the Company accounts for CyrusOne as an equity method investment, and therefore does not consolidate the CyrusOne results of operations in the total company or segment results.
** Total Company (excluding Wireless) does not include any pro-forma adjustments as described by Regulation S-X: Rule 11-02(b)-2 or consideration of any potential negative synergies.

Cincinnati Bell Inc.
Consolidated Statements of Cash Flows
(Unaudited)
(Dollars in millions)
			Three Months Ended						Six Months Ended
			June 30,						June 30,
			2014			2013			2014			2013
	Cash provided by (used in) operating activities		$	56.0		$	(12.9	)	$	93.8		$	29.4
		Capital expenditures	(41.2		)	(45.0		)	(75.5		)	(95.9		)
		Proceeds from sale of CyrusOne equity method investment	355.9			—			355.9			—
		Dividends received from CyrusOne	9.3			7.0			16.4			7.0
		Proceeds from sale of assets	0.1			0.8			2.0			1.6
		Release of restricted cash	—			—			—			0.4
		Cash divested from deconsolidation of CyrusOne	—			—			—			(12.2		)
		Other, net	(5.7		)	—			(5.7		)	—
	Cash provided by (used in) investing activities		318.4			(37.2		)	293.1			(99.1		)
		(Decrease) increase in corporate credit and    receivables facilities, net	(27.3		)	54.8			(31.4		)	56.8
		Repayment of debt	(3.1		)	(1.7		)	(8.3		)	(4.8		)
		Dividends paid on preferred stock	(2.6		)	(2.6		)	(5.2		)	(5.2		)
		Proceeds from exercise of options and warrants	0.6			—			1.2			6.6
		Other, net	1.0			—			(0.6		)	(1.8		)
	Cash (used in) provided by financing activities		(31.4		)	50.5			(44.3		)	51.6
	Net increase (decrease) in cash and cash equivalents		343.0			0.4			342.6			(18.1		)
	Cash and cash equivalents at beginning of period		4.2			5.1			4.6			23.6
	Cash and cash equivalents at end of period		$	347.2		$	5.5		$	347.2		$	5.5
	Reconciliation of GAAP Cash Flow to
		Free Cash Flow (as defined by the company)
	Net increase (decrease) in cash and cash equivalents		$	343.0		$	0.4		$	342.6		$	(18.1	)
	Less adjustments:
		(Decrease) increase in corporate credit and    receivables facilities, net	27.3			(54.8		)	31.4			(56.8		)
		Cash divested from deconsolidation of CyrusOne	—			—			—			12.2
		Repayment of debt	3.1			1.7			8.3			4.8
		Transaction-related compensation	—			40.6			—			42.6
		Transaction costs	0.7			0.7			0.7			1.1
		Proceeds from sale of CyrusOne equity method investment	(355.9		)	—			(355.9		)	—
		Free cash flow	18.2			(11.4		)	27.1			(14.2		)
		Less: CyrusOne's free cash flows*	—			—			—			(3.3		)
		Free cash flow excluding CyrusOne	$	18.2		$	(11.4	)	$	27.1		$	(10.9	)
	Income tax payments		$	1.2		$	1.0		$	0.3		$	2.8
*CyrusOne's free cash flows for 2013 were comprised of cash generated from operating activities of $4.0 million and cash used in investing activities of $7.3 million.

Cincinnati Bell Inc.
Free Cash Flow (as defined by the company)
(Unaudited)
(Dollars in millions)
	Free Cash Flow for the three months ended June 30, 2013	$	(11.4	)
	Decrease in Adjusted EBITDA	(4.5		)
	Decrease in capital expenditures	3.8
	Decrease in interest payments	15.1
	Decrease in pension and postretirement payments and contributions	0.8
	Change in working capital and other	14.4
	Free Cash Flow for the three months ended June 30, 2014	$	18.2
	Free Cash Flow for the six months ended June 30, 2013	$	(14.2	)
	Less: CyrusOne's free cash flows for the period ended January 23, 2013	(3.3		)
	Free Cash Flow excluding CyrusOne for the six months ended June 30, 2013	$	(10.9	)
	Decrease in Adjusted EBITDA (excluding CyrusOne)*	(8.4		)
	Decrease in capital expenditures (excluding CyrusOne)*	12.7
	Decrease in interest payments	9.5
	Decrease in pension and postretirement payments and contributions	1.2
	Change in working capital and other	23.0
	Free Cash Flow for the six months ended June 30, 2014	$	27.1
*CyrusOne's Adjusted EBITDA and capital expenditures totaled $8.4 million and $7.7 million, respectively for the period January 1, 2013 through January 23, 2013. Effective January 24, 2013, the date of completion of CyrusOne's IPO, the Company accounts for CyrusOne as an equity method investment, and therefore does not consolidate the CyrusOne results of operations in the total company or segment results.

Cincinnati Bell Inc.
Capital Expenditures
(Unaudited)
(Dollars in millions)
	Three Months Ended
	Jun. 30, 2014		Mar. 31, 2014		Dec. 31, 2013		Sep. 30, 2013		Jun. 30, 2013
Wireline	$	38.1	$	26.2	$	48.3	$	41.2	$	39.3
IT Services and Hardware	2.5		2.5		3.0		2.7		3.7
Wireless	0.6		5.6		3.6		2.2		2.0
Total capital expenditures	$	41.2	$	34.3	$	54.9	$	46.1	$	45.0
*Results for 2013 only include CyrusOne's results through January 23, 2013. Effective January 24, 2013, the date of completion of CyrusOne's IPO, the Company accounts for CyrusOne as an equity method investment, and therefore does not consolidate the CyrusOne results of operations in the total company or segment results.

Cincinnati Bell Inc.
Normalized Statements of Operations (Non-GAAP) - Reconciliation to Reported Results
(Unaudited)
(Dollars in millions, except per share amounts)
											Three
				Three							Months Ended
				Months Ended							June 30, 2014
				June 30, 2014							Before Special Items
				(GAAP)			Special Items				(Non-GAAP)
	Revenue			$	319.9		$	—			$	319.9
	Costs and expenses
		Cost of services and products		169.7			—				169.7
		Selling, general and administrative		54.5			—				54.5
		Depreciation and amortization		60.3			—				60.3
		Restructuring charges		6.4			(6.4		)	[A]	—
		Gain on sale or disposal of assets, net		(0.1		)	0.1			[B]	—
		Amortization of deferred gain		(6.5		)	—				(6.5		)
			Operating income	35.6			6.3				41.9
	Interest expense			40.7			—				40.7
	Loss from CyrusOne equity method investment			2.4			—				2.4
	Gain from sale of CyrusOne equity method investment			(192.8		)	192.8			[C]	—
	Other expense, net			0.1			—				0.1
	Income (loss) before income taxes			185.2			(186.5		)		(1.3		)
	Income tax (benefit) expense			71.0			(74.6		)		(3.6		)
	Net income			114.2			(111.9		)		2.3
	Preferred stock dividends			2.6			—				2.6
	Net income (loss) applicable to common shareowners			$	111.6		$	(111.9	)		$	(0.3	)
	Weighted average diluted common shares			209.4			208.5			[D]	208.5
	Diluted earnings (loss) per common share*			$	0.53		$	(0.54	)		$	—
	Normalized results have been adjusted for the following (pretax adjustments are tax effected at 40%):
A	Restructuring charges consist of employee severance and contract terminations due to the agreement to sell Wireless spectrum licenses and certain other assets. Employee severance also includes costs associated with outsourcing portions of our IT department.
B	Gain on sale of wireline copper cabling.
C	Gain on sale of CyrusOne equity method investment.
D	Dilutive effect of common stock equivalents based on net income excluding special items.
*	Diluted earnings per common share have been calculated independently for the results above. Therefore, the sum of the per share amounts will not necessarily equal the per share results for the Before Special Items (Non-GAAP) results.

Cincinnati Bell Inc.
Normalized Statements of Operations (Non-GAAP) - Reconciliation to Reported Results
(Unaudited)
(Dollars in millions, except per share amounts)
											Three
				Three							Months Ended
				Months Ended							June 30, 2013
				June 30, 2013							Before Special Items
				(GAAP)			Special Items				(Non-GAAP)
	Revenue			$	312.0		$	—			$	312.0
	Costs and expenses
		Cost of services and products		158.2			—				158.2
		Selling, general and administrative		54.7			—				54.7
		Depreciation and amortization		37.2			—				37.2
		Transaction-related compensation		7.1			(7.1		)	[A]	—
		Restructuring charges		8.2			(8.2		)	[B]	—
		Curtailment gain		(0.6		)	0.6			[C]	—
		Loss on sale or disposal of assets, net		0.3			(0.3		)	[D]	—
		Amortization of deferred gain		(0.6		)	—				(0.6		)
		Transaction costs		0.7			(0.7		)	[E]	—
			Operating income	46.8			15.7				62.5
	Interest expense			45.4			—				45.4
	Loss from CyrusOne equity method investment			4.7			—				4.7
	Other expense, net			0.1			—				0.1
	(Loss) income before income taxes			(3.4		)	15.7				12.3
	Income tax (benefit) expense			(4.2		)	6.3				2.1
	Net income			0.8			9.4				10.2
	Preferred stock dividends			2.6			—				2.6
	Net (loss) income applicable to common shareowners			$	(1.8	)	$	9.4			$	7.6
	Weighted average diluted common shares			206.9			208.9			[F]	208.9
	Diluted (loss) earnings per common share			$	(0.01	)	$	0.04			$	0.04
	Normalized results have been adjusted for the following (pretax adjustments are tax effected at 40%):
A	Transaction-related compensation represents incentives related to the completion of CyrusOne's initial public offering.
B	Restructuring charges consist of lease abandonments and severance.
C	Curtailment gain resulted from elimination of future pension service credits in the management pension plan.
D	Loss on sale or disposal of wireline and wireless network equipment.
E	Transaction costs consist of legal and consulting fees incurred for exploring strategic alternatives for our wireless business.
F	Dilutive effect of common stock equivalents based on net income excluding special items.
*	Diluted earnings per common share have been calculated independently for the results above. Therefore, the sum of the per share amounts will not necessarily equal the per share results for the Before Special Items (Non-GAAP) results.

Cincinnati Bell Inc.
Normalized Statements of Operations (Non-GAAP) - Reconciliation to Reported Results
(Unaudited)
(Dollars in millions, except per share amounts)
											Six
				Six							Months Ended
				Months Ended							June 30, 2014
				June 30, 2014							Before Special Items
				(GAAP)			Special Items				(Non-GAAP)
	Revenue			$	642.4		$	—			$	642.4
	Costs and expenses
		Cost of services and products		335.9			—				335.9
		Selling, general and administrative		109.9			—				109.9
		Depreciation and amortization		107.2			—				107.2
		Restructuring charges		6.4			(6.4		)	[A]	—
		Gain on sale or disposal of assets, net		(0.1		)	0.1			[B]	—
		Amortization of deferred gain		(10.1		)	—				(10.1		)
		Transaction costs		0.7			(0.7		)	[C]	—
			Operating income	92.5			7.0				99.5
	Interest expense			81.0			—				81.0
	Loss from CyrusOne equity method investment			1.9			—				1.9
	Gain on sale of CyrusOne equity method investment			(192.8		)	192.8			[D]	—
	Other expense, net			0.7			—				0.7
	Income before income taxes			201.7			(185.8		)		15.9
	Income tax expense			80.5			(74.3		)		6.2
	Net income			121.2			(111.5		)		9.7
	Preferred stock dividends			5.2			—				5.2
	Net income applicable to common shareowners			$	116.0		$	(111.5	)		$	4.5
	Weighted average diluted common shares			209.2			209.2				209.2
	Diluted earnings per common share			$	0.55		$	(0.53	)		$	0.02
	Normalized results have been adjusted for the following (pretax adjustments are tax effected at 40%):
A	Restructuring charges consist of employee severance and contract terminations due to the agreement to sell Wireless spectrum licenses and certain other assets. Employee severance also includes costs associated with outsourcing portions of our IT department.
B	Gain on sale of wireline copper cabling.
C	Transaction costs relate to expenses incurred for agreement to sell Wireless spectrum licenses and certain other assets.
D	Gain on sale of CyrusOne equity method investment.

Cincinnati Bell Inc.
Normalized Statements of Operations (Non-GAAP) - Reconciliation to Reported Results
(Unaudited)
(Dollars in millions, except per share amounts)
											Six
				Six							Months Ended
				Months Ended							June 30, 2013
				June 30, 2013							Before Special Items
				(GAAP)			Special Items				(Non-GAAP)
	Revenue			$	637.7		$	—			$	637.7
	Costs and expenses
		Cost of services and products		320.6			—				320.6
		Selling, general and administrative		107.8			—				107.8
		Depreciation and amortization		87.8			(8.5		)	[A]	79.3
		Transaction-related compensation		42.6			(42.6		)	[B]	—
		Restructuring charges		10.8			(10.8		)	[C]	—
		Curtailment gain		(0.6		)	0.6			[D]	—
		Loss on sale or disposal of assets, net		2.8			(2.8		)	[E]	—
		Amortization of deferred gain		(1.2		)	—				(1.2		)
		Transaction costs		1.1			(1.1		)	[F]	—
			Operating income	66.0			65.2				131.2
	Interest expense			93.3			—				93.3
	Loss from CyrusOne equity method investment			6.6			—				6.6
	Other income, net			(0.2		)	—				(0.2		)
	(Loss) income before income taxes			(33.7		)	65.2				31.5
	Income tax expense			2.2			15.4			[G]	17.6
	Net (loss) income			(35.9		)	49.8				13.9
	Preferred stock dividends			5.2			—				5.2
	Net (loss) income applicable to common shareowners			$	(41.1	)	$	49.8			$	8.7
	Weighted average diluted common shares			204.8			208.4			[H]	208.4
	Diluted (loss) earnings per common share			$	(0.20	)	$	0.24			$	0.04
	Normalized results have been adjusted for the following (pretax adjustments are tax effected at 40%):
A	Increased depreciation due to one-time charge associated with a change in estimated useful lives assigned to wireless network software.
B	Transaction-related compensation represents incentives related to the completion of CyrusOne's initial public offering.
C	Restructuring charges consist of lease abandonments and severance.
D	Curtailment gain resulted from elimination of future pension service credits in the management pension plan.
E	Loss on sale or disposal of wireline and wireless network equipment.
F	Transaction costs consist of legal and consulting fees incurred in legal entity restructuring of our former Data Center Colocation business and exploring strategic alternatives for our wireless business.
G	Tax effect of above adjustments at 40%, partially offset by a gross valuation allowance provision of $10.7 million for Texas margin tax credits.
H	Dilutive effect of common stock equivalents based on net income excluding special items.

Cincinnati Bell Inc.
Operating Income excluding CyrusOne
(Unaudited)
(Dollars in millions)
				For the six months ended June 30, 2013
				Cincinnati Bell			Data Center							Cincinnati Bell
				including CyrusOne			Colocation			Other				excluding CyrusOne
	Revenue			$	637.7		$	(15.6	)	$	0.4		[A]	$	622.5
	Costs and expenses
		Cost of services and products		320.6			(4.8		)	0.4			[A]	316.2
		Selling, general and administrative		107.8			(2.4		)	—				105.4
		Depreciation and amortization		87.8			(5.2		)	—				82.6
		Transaction-related compensation		42.6			—			(20.0		)	[B]	22.6
		Restructuring charges		10.8			—			—				10.8
		Curtailment gain		(0.6		)	—			—				(0.6		)
		Loss on sale or disposal of assets, net		2.8			—			—				2.8
		Amortization of deferred gain		(1.2		)	—			—				(1.2		)
		Transaction costs		1.1			—			(0.4		)	[C]	0.7
			Operating income	$	66.0		$	(3.2	)	$	20.4			$	83.2
A		Represents intersegment transactions.
B		Transaction-related compensation paid to CyrusOne related to CyrusOne employees.
C		Transaction costs related to the CyrusOne IPO.

Cincinnati Bell Inc.
Reconciliation of Operating Income (GAAP) Guidance to Adjusted EBITDA (Non-GAAP) Guidance
(Unaudited)
(Dollars in millions)
	2014 Operating Income (GAAP) Guidance	$	152
	Add:
	Depreciation and amortization	230
	Amortization of deferred gain	(23		)
	Restructuring	6
	Pension and other retirement plan expenses	18
	2014 Adjusted EBITDA (Non-GAAP) Guidance	383			*
	Less Wireless:	(50		)	*
	2014 Adjusted EBITDA (Non-GAAP) Guidance (excluding Wireless)	$	333		*
	* Plus or minus 2 percent.

CONTACT:

Cincinnati Bell Inc.

Investor contact:

Josh Duckworth, 513-397-2292

Joshua.Duckworth@cinbell.com

Media contact:

Jane Weiler, 513-397-9941

Jane.Weiler@cinbell.com

EX-99.2

Cincinnati Bell Second Quarter 2014 Results August 7, 2014

2 Today’s Agenda 2 Strategic Initiatives Ted Torbeck, President & Chief Executive Officer Financial Overview & Segment Results Leigh Fox, Chief Financial Officer Question & Answer

3 Safe Harbor 3 This presentation and the documents incorporated by reference herein contain forward-looking statements regarding future events and our future results that are subject to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, are statements that could be deemed forward-looking statements. These statements are based on current expectations, estimates, forecasts, and projections about the industries in which we operate and the beliefs and assumptions of our management. Words such as “expects,” “anticipates,” “predicts,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “continues,” “endeavors,” “strives,” “may,” variations of such words and similar expressions are intended to identify such forward-looking statements. In addition, any statements that refer to projections of our future financial performance, our anticipated growth and trends in our businesses, and other characterizations of future events or circumstances are forward-looking statements. Readers are cautioned these forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties, which could cause our actual results to differ materially and adversely from those reflected in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed in this release and those discussed in other documents we file with the Securities and Exchange Commission (SEC). More information on potential risks and uncertainties is available in our recent filings with the SEC, including Cincinnati Bell’s Form 10-K report, Form 10-Q reports and Form 8-K reports. Actual results may differ materially and adversely from those expressed in any forward-looking statements. We undertake no obligation to revise or update any forward-looking statements for any reason.

4 Non GAAP Financial Measures 4 This presentation contains information about adjusted earnings before interest, taxes, depreciation and amortization (Adjusted EBITDA), Adjusted EBITDA margin, net debt and free cash flow. These are non-GAAP financial measures used by Cincinnati Bell management when evaluating results of operations and cash flow. Management believes these measures also provide users of the financial statements with additional and useful comparisons of current results of operations and cash flows with past and future periods. Non- GAAP financial measures should not be construed as being more important than comparable GAAP measures. Detailed reconciliations of Adjusted EBITDA, net debt and free cash flow (including the Company’s definition of these terms) to comparable GAAP financial measures can be found in the earnings release on our website at www.cincinnatibell.com within the Investor Relations section.

Ted Torbeck President & Chief Executive Officer

6 Formula for Success 1. Manage Wireless Cash Flows and Profitability 2. Evaluate Opportunities to Monetize CyrusOne Investment 3. Continue to Invest in High Demand Strategic Products 4. Strengthen Balance Sheet 6

7 Wireless Spectrum Sale  Sale of spectrum license and certain assets valued at approximately $210 million (subject to FCC approval) - Cash proceeds of $194 million - Assumed tower lease liabilities of $16 million - Reduces interest payments by approximately $15 million annually - Expected to close prior to the end of the year  Broadens our relationship with Verizon  Wireless Adjusted EBITDA expectations for 2014 remain unchanged 7

8 24 27 30 32 35 35 37 37 38 41 28 29 30 31 31 Q2 2013 Q3 2013 Q4 2013 Q1 2014 Q2 2014 Quarterly Strategic Revenue Growth Managed and Professional Services Wireline - Business Wireline - Consumer ($ in millions) $87 $93 $97 $101 $107 * Revenue results are presented net of intercompany 8

9 CyrusOne Monetization  Sold 16 million CyrusOne Partnership units with proceeds totaling $356 million - Sale resulted in a gain of $193 million - Proceeds will be used to repay debt, reducing interest payments $28 million annually - Remaining 44% ownership valued at $709 million (as of June 30, 2014)  Why Now? - S&P 500 at an all-time high - CyrusOne near a 52-week high - Increased liquidity and float of CyrusOne stock - Alleviated perceived overhang from significant CBB ownership - Limited windows for monetization in 2014  Next Steps? - Continue to execute a well-timed and thoughtfully developed monetization strategy to maximize shareholder value - Success of initial sell down extends our ability to be a patient investor 9

Leigh Fox Chief Financial Officer

11 182 185 86 102 52 41 (8) (8) Q2 2013 Q2 2014 (3) (4) 84 83 4 6 19 15 Q2 2013 Q2 2014 11 Second Quarter Financial Summary Revenue Adjusted EBITDA  Total revenue of $320 million for Q2 2014, up 3% from prior year  Operating income totaled $36 million, down $11 million a year ago - Increased Wireless depreciation and amortization  Adjusted EBITDA of $100 million for Q2 2014, down $ 4 million - Decrease due to declining Wireless subscriber base  Net income for Q2 2014 totaled $114 million resulting in diluted EPS of $0.53 ($ in millions) Wireline Wireless Corporate Eliminations $312 $320 $104 $100 IT Services & Hardware

12 $77 $105 $3 $83 Revenue EBITDA Q2 2014 $61 $117 $4 $84 Revenue EBITDA Q2 2013  Strategic revenue growth in Q2 2014 offset decline from legacy products ‒ Revenue from Fioptics for Q2 2014 totaled $34 million, up 44% from Q2 2013 ‒ Strategic revenue from business customers totaled $42 million (including $2 million of Fioptics revenue) in Q2 2014, up 16% from prior year  Adjusted EBITDA totaled $83 million in Q2 2014, down $1 million from prior year  Adjusted EBITDA Margin for Q2 2014 remained solid at 45%  Access line loss was 8.0% year-over-year 12 ($ in millions) Wireline Revenue and Adjusted EBITDA Integration Revenue Strategic Legacy $182 $185

13 63 83 67 98 47 55 Q2 2013 Q2 2014 Total Fioptics Subscribers Video Subs Internet Subs Voice Subs  307,100 addresses passed with Fioptics - approximately 38% of Greater Cincinnati  Fioptics Penetration: ‒ Video – 27% ‒ Internet – 32% ‒ Voice – 18%  Fioptics monthly ARPU was up approximately 6% from Q2 2013. 2014 ARPUs are as follows: ‒ Video – $76 ‒ Internet – $38 ‒ Voice – $32  Total video churn was 2.8% for the quarter ‒ Single-family churn was 2.4% for Q2 2014 ‒ Apartment churn was 4.6% for Q2 2014 13 Fioptics Highlights (in thousands)  Fioptics subscribers increased by 33% compared to 2013 ‒ 83K video subs; 5,000 net activations in the quarter ‒ 98K internet subs; 6,700 subs added in the quarter

14 $34 $68 $6 Revenue EBITDA Q2 2014 $29 $57 $4 Revenue EBITDA Q2 2013 14 IT Services & Hardware Revenue and Adjusted EBITDA ($ in millions)  Revenue of $102 million for Q2 2014, up 18% from Q2 2013 ‒ Telecom & IT Equipment revenue of $66 million for Q2 2014 was up 17% from Q2 2013 ‒ Strategic Managed and Professional Services revenue totaled $34 million for Q2 2014, was up 16% from prior year  Adjusted EBITDA margin was 6%, up from 4% a year ago Integration Revenue Strategic Revenue $86 $102

15 $52 $41 $19 $15 15 Wireless Revenue & Adjusted EBITDA ($ in millions)  Postpaid revenue totaled $28 million , down 21% from Q2 2013 due to declining subscriber base ‒ Churn was 3.9% for Q2 2014  Prepaid revenue decreased by $2 million or 14% in Q2 2014 from a year ago ‒ Churn was 8.1% for Q2 2014  Adjusted EBITDA margin was 36% for Q2 2014, down from 37% in prior year  Restructuring charges totaled $5 million to account for costs associated with winding down operations  Cost leakage to be absorbed by the remaining core business once wireless operations shut down is expected to range between $25 – $30 million. Revenue EBITDA Revenue EBITDA Q2 2013 Q2 2014

16 Free Cash Flow 16 ($ in millions) Q2 2014 YTD 2014 Adjusted EBITDA 100$ 206$ Interest Payments (42) (78) Capital Expenditures (41) (75) Pension and OPEB Payments (8) (16) Dividends from CyrusOne 9 16 Working Capital and Other - (26) Free Cash Flow 18$ 27$ Free cash flow results are in-line with management’s expectation and components are consistent with previous communication.

17 Q2 2014 Capital Expenditures and Full Year 2014 17 Q2 2014 YTD 2014 % of YTD Spend Low High Construction 11$ 17$ 23% 42$ 42$ Installation 5 8 10% 25 27 Value added 3 5 7% 8 11 Strategic Fioptics 19$ 30$ 40% 75$ 80$ Strategic Other 9 18 24% 45 50 Total Strategic Investment 28$ 48$ 64% 120$ 130$ Maintenance 13 21 28% 50 50 Wireless - 6 8% 10 10 Total 41$ 75$ 100% 180$ 190$ Full Year 2014 ($ in millions)

18 18 Reaffirming 2014 Financial Guidance Category 2014 Guidance Wireless Segment 2014 Guidance (excluding Wireless) Revenue $1.2 billion $0.2 billion $1.0 billion Adjusted EBITDA $383 million* $50 million* $333 million* *Plus or minus 2 percent

Appendix

20 20 CBB Consolidated Results ($ in millions, except per share amounts) 2014 2013 $ % 2014 2013 $ % Revenue 319.9$ 312.0$ 7.9$ 3% 642.4$ 637.7$ 4.7$ 1% Costs and expenses Cost of services and products 169.7 158.2 11.5 7% 335.9 320.6 15.3 5% Selling, general and administrative 54.5 54.7 (0.2) 0% 109.9 107.8 2.1 2% Depreciation and amortization 60.3 37.2 23.1 62% 107.2 87.8 19.4 22% Transaction-related compensation - 7.1 (7.1) n/m - 42.6 (42.6) n/m Restructuring charges 6.4 8.2 (1.8) (22)% 6.4 10.8 (4.4) (41)% Curtailment gain - (0.6) 0.6 n/m - (0.6) 0.6 n/m (Gain) loss on sale or disposal of assets, net (0.1) 0.3 (0.4) n/m (0.1) 2.8 (2.9) n/m Amortization of deferred gain (6.5) (0.6) (5.9) n/m (10.1) (1.2) (8.9) n/m Transaction costs - 0.7 (0.7) n/m 0.7 1.1 (0.4) (36)% Operating income 35.6 46.8 (11.2) (24)% 92.5 66.0 26.5 40% Interest expense 40.7 45.4 (4.7) (10)% 81.0 93.3 (12.3) (13)% Loss from CyrusOne equity method investment 2.4 4.7 (2.3) (49)% 1.9 6.6 (4.7) (71)% Gain on sale of CyrusOne equity method investment (192.8) - (192.8) n/m (192.8) - (192.8) n/m Other expense (income), net 0.1 0.1 - 0% 0.7 (0.2) 0.9 n/m Income (loss) before income taxes 185.2 (3.4) 188.6 n/m 201.7 (33.7) 235.4 n/m Income tax expense (benefit) 71.0 (4.2) 75.2 n/m 80.5 2.2 78.3 n/m Net income (loss) 114.2 0.8 113.4 n/m 121.2 (35.9) 157.1 n/m Preferred stock dividends 2.6 2.6 - 0% 5.2 5.2 - 0% Net income (loss) applicable to common shareowners 111.6$ (1.8)$ 113.4$ n/m 116.0$ (41.1)$ 157.1$ n/m Basic earnings (loss) per common share 0.54$ (0.01)$ 0.56$ (0.20)$ Diluted earnings (loss) per common share 0.53$ (0.01)$ 0.55$ (0.20)$ Change Three Months Ended June 30, Change Six Months Ended June 30,

21 Revenue Classifications 21 Voice STRATEGIC LEGACY INTEGRATION Fioptics Voice Switched Access Digital Trunking Data Fioptics Internet DWDM DSL (> 10 meg) Metro-Ethernet Dedicated Internet DSL (< 10 meg) Dial up Internet TDM DSO, DS1, DS3 Long Distance/ VoIP VoIP Private Line MPLS Audio Conferencing Managed/ Professional Services Managed Services - Monitoring/Management - Data Storage - Data Security - Virtual Data Center Professional Services - Staff Augmentation - IT Consulting Telecom & IT Equipment Hardware Installation Maintenance Maintenance Information Services Long Distance Entertainment Fioptics Video

22 22 Revenue – MD&A Q2 2014 Strategic, Legacy and Integration ($ in millions) Wireline IT S&H Wireless Total Eliminations Total Strategic Voice - local service 5.7$ -$ -$ Entertainment 18.3 - - Data 37.5 - - Long distance and VoIP 14.4 - - Other 1.2 - - Managed & Professional Services - 33.8 - Hardware - - - Total Strategic 77.1 33.8 - 110.9 (4.4) 106.5 Legacy Voice - local service 44.5$ -$ -$ Entertainment - - - Data 46.7 - - Long distance and VoIP 12.0 - - Other 2.0 - - Managed & Professional Services - - - Hardware - - - Total Legacy 105.2 - - 105.2 (1.2) 104.0 Integration Voice - local service 1.7$ -$ -$ Entertainment 0.1 - - Data - - - Long distance and VoIP 0.4 - - Other 0.2 - - Managed & Professional Services - 1.9 - Hardware - 65.9 - Total Integration 2.4 67.8 - 70.2 (1.4) 68.8 Wireless - - 41.2 41.2 (0.6) 40.6 Total Revenue 184.7$ 101.6$ 41.2$ 327.5$ (7.6)$ 319.9$ Eliminations 4.0 3.0 0.6 7.6 180.7$ 98.6$ 40.6$ 319.9$ Q2 2014

23 23 Revenue – MD&A Q2 2013 Strategic, Legacy and Integration ($ in millions) Wireline IT S&H Wireless Total Eliminations Total Strategic Voice - local service 4.4$ -$ -$ Entertainment 12.6 - - Data 29.2 - - Long distance and VoIP 12.5 - - Other 2.0 - - Managed & Professional Services - 29.1 - Hardware - - - Total Strategic 60.7 29.1 - 89.8 (2.8) 87.0 Legacy Voice - local service 52.0$ -$ -$ Entertainment - - - Data 50.0 - - Long distance and VoIP 13.1 - - Other 2.3 - - Managed & Professional Services - - - Hardware - - - Total Legacy 117.4 - - 117.4 (3.0) 114.4 Integration Voice - local service 1.9$ -$ -$ Entertainment 0.4 - - Data - - - Long distance and VoIP 1.2 - - Other - - - Managed & Professional Services - 0.8 - Hardware - 56.1 - Total Integration 3.5 56.9 - 60.4 (0.9) 59.5 Wireless - - 51.7 51.7 (0.6) 51.1 Total Revenue 181.6$ 86.0$ 51.7$ 319.3$ (7.3)$ 312.0$ Eliminations 4.2 2.5 0.6 7.3 177.4$ 83.5$ 51.1$ 312.0$ Q2 2013

24 24 Revenue – MD&A YTD 2014 Strategic, Legacy and Integration ($ in millions) Wireline IT S&H Wireless Total Eliminations Total Strategic Voice - local service 10.2$ -$ -$ Entertainment 35.2 - - Data 72.6 - - Long distance and VoIP 28.2 - - Other 2.5 - - Managed & Professional Services - 66.7 - Hardware - - - Total Strategic 148.7 66.7 - 215.4 (7.1) 208.3 Legacy Voice - local service 91.4$ -$ -$ Entertainment - - - Data 94.6 - - Long distance and VoIP 24.3 - - Other 4.1 - - Managed & Professional Services - - - Hardware - - - Total Legacy 214.4 - - 214.4 (4.6) 209.8 Integration Voice - local service 3.4$ -$ -$ Entertainment 0.2 - - Data - - - Long distance and VoIP 1.2 - - Other 0.4 - - Managed & Professional Services - 3.0 - Hardware - 133.8 - Total Integration 5.2 136.8 - 142.0 (2.5) 139.5 Wireless - - 85.9 85.9 (1.1) 84.8 Total Revenue 368.3$ 203.5$ 85.9$ 657.7$ (15.3)$ 642.4$ Eliminations 8.1 6.1 1.1 15.3 360.2$ 197.4$ 84.8$ 642.4$ YTD Q2 2014

25 25 Revenue – MD&A YTD 2013 Strategic, Legacy and Integration ($ in millions) Wireline IT S&H Wireless Total Eliminations Total Strategic Voice - local service 8.5$ -$ -$ Entertainment 24.6 - - Data 56.7 - - Long distance and VoIP 24.9 - - Other 3.1 - - Managed & Professional Services - 56.2 - Hardware - - - Total Strategic 117.8 56.2 - 174.0 (5.7) 168.3 Legacy Voice - local service 105.6$ -$ -$ Entertainment - - - Data 100.6 - - Long distance and VoIP 26.5 - - Other 4.0 - - Managed & Professional Services - - - Hardware - - - Total Legacy 236.7 - - 236.7 (6.1) 230.6 Integration Voice - local service 3.7$ -$ -$ Entertainment 0.4 - - Data - - - Long distance and VoIP 2.3 - - Other 0.4 - - Managed & Professional Services - 1.3 - Hardware - 113.0 - Total Integration 6.8 114.3 - 121.1 (1.3) 119.8 Wireless - - 105.0 105.0 (1.2) 103.8 Total Revenue 361.3$ 170.5$ 105.0$ 636.8$ (14.3)$ 622.5$ Eliminations 8.6 4.5 1.2 14.3 352.7$ 166.0$ 103.8$ 622.5$ YTD Q2 2013