Dear Shareholder:                          April 29, 1994

 On behalf of all of us at Roseville Telephone, we invite you and your family to
our  80th anniversary Open House to be held June 3-5, 1994. This event showcases
your Company's commitment to provide the most modern telecommunications products
available along with the very best in customer service.

  We will have two venues for this Open House, one at our new facilities at 8150
Industrial Boulevard (Industrial/Washington) and the other in downtown Roseville
at our Lincoln and Vernon street buildings. Tours at both venues will provide an
informative  and  interesting insight into your Company's  operations.  Consider
taking the following tours:

    Industrial Avenue -- Guided building tours will go through areas involved in
  marketing,   new  products  and  services,  cable  splicing,  outside   plant,
  construction  and project coordination, and technology display.  Visitors  can
  also  browse and visit displays from the outside plant and vehicle departments
  along with special exhibits set up by our major vendors.
    
    Roseville Central Office -- Visit operator services, facility assignment and
  repair,  the  central switchroom and information center as well as  the  cable
  vault  to  learn   how digitized information and phone calls  flow  seamlessly
  through   our  100%  digital  switching  network.  Also,  "visit"  our   alarm
  monitoring center via videoconferencing.
    
    Roseville Telephone Museum -- Track the Company's history and how  telephony
  evolved from basic instruments to the sophisticated systems of  today.
    
    Executive Offices -- Learn how the Company's stock is traded and  about  its
  price history, and be sure to visit the corporate Board Room.
    
    Residential  Customer  Services  -- Become  acquainted  with  the  array  of
  sophisticated   products  and  services  available  to   Roseville   Telephone
  customers today.
    
    RTC  Copy  Center/Mailroom  -- Watch employees  demonstrate  equipment  that
  enables the Company to communicate with 100,000 different accounts monthly.
    
    Other  --  Browse through data processing, budget and finance and regulatory
  departments to see how the latest technology and planning helps us manage  our
  tremendous growth.

  In  addition  to  tours, plan on enjoying festivities  offered  for  all  ages
including:

 Hot dogs, refreshments   Entertainment by popular music groups
 Door prizes, drawings    Balloons, face-painting  for the kids
 Giveaway gifts           And much more

 Mark your calendars for Friday, June 3, 11 a.m. to 9 p.m.; Saturday, June 4, 10
a.m.  to  8  p.m. and Sunday, June 5, 10 a.m. to 8 p.m. Parking is available  at
Industrial  Avenue   and  Yosemite  at Tahoe  streets.  Transportation  will  be
provided to transport guests between venues and parking lots.

 We look forward to seeing you there,



 Robert L. Doyle, Chairman       Brian H. Strom, President and CEO