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: September 30, 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 7 - Regulation FD

Item 7.01 Regulation FD Disclosure

On September 30, 2014, Leigh Fox, the Company’s chief financial officer and Chris Elma, the Company's treasurer, presented at the Deutsche Bank Leveraged Finance Conference. The presentation was 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 made during the Deutsche Bank Leveraged Finance Conference is attached to this Current Report as Exhibit 99.1.

The information in Item 7.01 and the exhibit attached to this Current Report as Exhibits 99.1 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
	Exhibit 99.1	Presentation made during the Deutsche Bank Leveraged Finance Conference on September 30, 2014

Forward Looking Statements

Certain of the statements and predictions contained in this report constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act. In particular, statements, projections or estimates that include or reference the words “believes,” “anticipates,” “plans,” “intends,” “expects,” “will,” or any similar expression fall within the safe harbor for forward-looking statements contained in the Reform Act. Actual results or outcomes may differ materially from those indicated or suggested by any such forward-looking statement for a variety of reasons, including, but not limited to: changing market conditions and growth rates within the telecommunications industry or generally within the overall economy; changes in competition in markets in which the company operates; pressures on the pricing of company products and services; advances in telecommunications technology; the ability to generate sufficient cash flow to fund the company’s business plan, repay the company’s debt and interest obligations, and maintain its networks; the ability to refinance indebtedness when required on commercially reasonable terms; changes in the telecommunications regulatory environment; changes in the demand for the company’s services and products; the demand for particular products and services within the overall mix of products sold, as the company’s products and services have varying profit margins; the company’s ability to introduce new service and product offerings on a timely and cost effective basis; work stoppage caused by labor disputes; restrictions imposed under various credit facilities and debt instruments; the company’s ability to attract and retain highly qualified employees; the company’s ability to access capital markets and the successful execution of restructuring initiatives; changes in the funded status of the company’s retiree pension and healthcare plans; changes in the company’s relationships with current large customers, a small number of whom account for a significant portion of company revenue; and disruption in the company’s back-office information technology systems, including its billing system. More information on potential risks and uncertainties is available in recent filings with the Securities and Exchange Commission, including Cincinnati Bell’s Form 10-K report, Form 10-Q reports and Form 8-K reports. The forward-looking statements included in this report represent company estimates as of September 30, 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:	September 30, 2014	By:	/s/ Christopher J. Wilson
			Christopher J. Wilson
			Vice President, General Counsel and Secretary

EXHIBIT INDEX

Exhibit No.	Exhibit
99.1	Presentation made during the Deutsche Bank Leveraged Finance Conference on September 30, 2014

EX-99.1

Deutsche Bank Leveraged Finance Conference September 30, 2014 Leigh Fox, CFO Chris Elma, Treasurer

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. Safe Harbor

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. Non GAAP Financial Measures

 Reaffirming 2014 guidance for Core Business (excluding Wireless)  Capitalizing on our success and future investments continue to be success based  Value creation will increase with both profit acceleration and multiple expansion  Our plans for monetizing our investment in CyrusOne remain unchanged  We are committed to our target leverage of less than 3.0x Cincinnati Bell – Key Takeaways We are creating a company with unparalleled fiber assets, growing revenues, growing profits, a healthy balance sheet, and strong sustainable cash flows!

 140 years of Industry Leadership and Innovation  Diversified Portfolio of strategic products  Clear “right to win” in Cincinnati Fioptics video subs: 83K Broadband subs: 270K Access lines: 506K Fiber route miles: 6,100 Sites lit with fiber: 5,200 2013 Customer Channel Mix 2013 Product Mix by Revenues 38% 27% 14% 13% 7% 2% Data Voice - Local Service Managed and Professional Services Long Distance and VoIP Entertainment Other Wireline Consumer 37% Business 63% Graphs exclude Wireless segment and IT equipment distribution Cincinnati Bell - Today

Cincinnati Bell – The New Era Our objective is to transform Cincinnati Bell into a company with Growing Revenue, Growing Profits, Significant Sustainable Free Cash Flows, and a Healthy Balance Sheet We are making good progress on our initiatives… 1 – Entered agreement to sell our Wireless spectrum and certain assets to Verizon valued at $210 million. 2 – Sold 16 million shares of CyrusOne for $356 million. Retained 44% ownership valued at $700 million. 3 – Investments in high demand strategic products are driving strong revenue growth offsetting declines in the company’s legacy copper based products.

2010 2011 2012 2013 2014 $28 $47 $68 $101 $140 Accelerating the Fiber Transformation Key Drivers  Fiber is a superior long-term asset  Financial and operational success  Progressive change in customer expectations for bandwidth  Unique competitive advantage  Strategy based on strong ROI Fioptics Revenue Forecast Accelerating our Fioptics investment will result in a significant increase in data subscribers and elevated levels of data and voice ARPU, which combined drive the resulting higher revenue and EBITDA

Focused on deleveraging….  Net debt has decreased approximately $700 million since 2012  In substance – Wireless proceeds are funding the Fiber Acceleration - EFFICIENT USE OF CASH: Proceeds will be used to repay 8.75% sub notes and we will draw on our Credit Facility when needed at a rate ~ 4.00% - ADDITIONAL INTEREST SAVINGS OF ~ $5 MILLION IN 2015 Net Debt Dec - 12 $0 $1,000 $2,000 $3,000 Dec – 13 June - 14 Dec - 14 Dec - 15 $’s in millions $0 $50 $100 $150 $200 $250 Interest Expense $’s in millions 2012 2013 2014 2015 Interest savings of $25 million

Wireline revenue of $185 million • Demand for strategic products resulted in a 2% year-over-year increase in revenue • Adjusted EBITDA of $83 million as margins remained strong at 45% Strategic revenue of $107 million, up 23% • Fioptics revenue totaled $34 million, up 44% • Strategic revenue for business customers increased by 16% Strong Adjusted EBITDA of $100 million • Operating income for the quarter totaled $36 million • Net income of $114 million resulted in diluted earnings per share of $0.53. Sold 16 million CyrusOne partnership units • Cash proceeds of $356 million resulting in a gain of $193 million • Effectively own 44% of CyrusOne, valued at $709 million on June 30, 2014 Second Quarter Highlights

Certain 2014 Free Cash Flow Items • One time shutdown costs associated with spectrum sale and closing down the Wireless business. • One time transitional cost associated with IT outsourcing project. Free cash flow results are in-line with expectations. Q2 2014 YTD 2014 Adjusted EBITDA 100$ 206$ Interest Payments (41) (78) Capital Expenditures (42) (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 (in millions) • Capital expenditures range: $180-190 million • Interest Payments of approximately $150 million • Pension and OPEB payments of approximately $45 million • CyrusOne dividends of approximately $30 million • Minimal cash taxes Potential Headwinds

In millions Cash and cash equivalents 347$ Cash used to repay 8 3/4% Senior Subordinated Notes due 2018 (325) Capacity under Corporate credit facility 150 Capacity under Receivables facility - 172$ Liquidity at June 30, 2014 Liquidity Position  Board of Directors requires a minimum $100M in liquidity

Capital Expenditures Secured Leverage Total Leverage Allows Incremental Capex Leverage targets have NOT changed, amendments offer short term flexibility for success based investments Financing the Acceleration 2015 2016 2017 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Fioptics 2.0 Forecast Current Requirement Proposed Amendment Accelerated Plan Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Fioptics 2.0 Forecast Current Requirement Proposed Amendment Accelerated Plan Fioptics 2.0 Forecast Current Requirement Proposed Amendment Accelerated Plan 2015 2016 2017 2015 2016 2017

Amendment Summary Existing Proposed Amendment Wireless Business: • Prohibits sale-leaseback transactions on any portion of the Wireless Assets • N/A • N/A • Allow sale-leaseback transactions in order to allow continued use of certain assets and facilitate wind-down of CBB Wireless operations after sale of assets to Verizon • Allow wireless tower lease obligations to be moved into unrestricted subsidiary with up to $35 million of future funding carved out of Investments covenant • Clarify / Confirm all costs associated with Wireless shutdown are permitted add-backs Required Lender Votes – Amendment 1 Existing Proposed Amendment Incremental Facilities: • $50 million, subject to 2.50x Senior Secured Leverage • Requires any incremental to be a separate tranche • $300 million, subject to 3.50x Senior Secured Leverage • Allow either separate tranche or increase to an existing tranche Other: • Any net cash proceeds of a disposition prepayment event placed in a deposit account shall not constitute cash on hand nor shall it be taken into account in the calculation against Consolidated Funded Indebtedness for Leverage Covenant purposes • Allow restricted cash from capital stock of Cyrus One or CyrusOne LP sales to be netted against Consolidated Funded Indebtedness for Leverage Covenant purposes Required Lender Votes – Amendment 2

Amendment Summary (cont’d) Existing Proposed Amendment Financial Covenants: (Revolver Lender Vote) • Total Leverage Ratio: • Senior Secured Leverage Ratio of 3.00x • Capital Expenditures: Up to $20 million may be carried over if not expended in the permitted fiscal year • Total Leverage Ratio: Once the aggregate Net Cash Proceeds from the sale or other Disposition of the Capital Stock of CyrusOne or CyrusOne LP exceeds $300 million, the Total Leverage Ratio will step down 0.5x in each tier • Senior Secured Leverage Ratio of 3.50x • Capital Expenditures: Up to $50 million may be carried over if not expended in the permitted fiscal year Mandatory Prepayments From CONE & Wireless Sales: (Tranche Vote) • Must be less than 2.75x Senior Secured Leverage in order to use proceeds to repay Senior or Subordinated Notes • Must utilize CONE and Wireless proceeds to repay debt, with no reinvestment rights, when leverage is greater than 4.0x • Increase Senior Secured Leverage test governing use of CONE and Wireless proceeds for Note prepayment to 3.25x (1/4 turn inside maintenance test) • Allow CONE and Wireless proceeds to be reinvested in Capex, and limited to $350 million Revolver Lender and Tranche Voting Fiscal Qtr Ending Max. Total Leverage Ratio Closing – Dec. 31, 2013 7.00x Mar. 31, 2014 – Dec. 31, 2014 6.50x Mar. 31, 2015 – Dec. 31, 2015 6.00x Mar. 31, 2016 – Dec. 31, 2016 5.00x Mar. 31, 2017 - thereafter 4.00x Fiscal Year Capex Amount 2013 $220 million 2014 $210 million 2015 $190 million 2016 $195 million 2017 and thereafter $140 million Fiscal Qtr Ending Max. Total Leverage Ratio Jun. 30, 2014 – Mar. 31, 2016 7.00x Jun. 30, 2016 – Dec. 31, 2016 6.50x Mar. 31, 2017 – Sep. 30, 2017 6.00x Dec. 31, 2017 – Jun. 30, 2018 5.50x Sep. 30, 2018 - thereafter 5.00x Fiscal Year Capex Amount 2015 $285 million 2016 $300 million 2017 $165 million 2018 and thereafter $160 million