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 (Date of earliest event reported): November 13, 2001




                        CITIZENS COMMUNICATIONS COMPANY
             (Exact name of Registrant as specified in its charter)


            Delaware                      001-11001              06-0619596
  (State or other jurisdiction          (Commission           (I.R.S. Employer
       of incorporation)                File Number)         Identification No.)

                        3 High Ridge Park, P.O. Box 3801
                           Stamford, Connecticut 06905
               (Address of Principal Executive Offices) (Zip Code)

                                 (203) 614-5600
               (Registrant's Telephone Number, Including Area Code)



                           No Change Since Last Report
                 ----------------------------------------------
          (Former name or former address, if changed since last report)




<PAGE>

Item 7.  Financial Statements, Exhibits

         (c) Exhibits

               99.1 Press Release of Citizens  Communications  Company  released
               November  13, 2001  announcing  earnings for the quarter and nine
               months ended September 30, 2001.

               99.2  Financial and operating data



<PAGE>

                                                   Citizens Communications
                                                   3 High Ridge Park
                                                   Stamford, CT 06905
                                                   203.614.5600
                                                   Web site: www.czn.net

-------------------------------------------------------------------------------


FOR IMMEDIATE RELEASE

Contact:
Brigid Smith
Assistant Vice President,
Corporate Communications
203.614.5042
bsmith@czn.com

               Citizens Communications Reports 82 Percent Increase
                             in Third Quarter EBITDA
             Q3 '01 Revenue Increases 46 Percent from Q3 '00 Revenue

Stamford,  Conn., November 13, 2001 -- Citizens Communications  (NYSE:CZN,  CZB)
today  reported  financial  results for the quarter  ended  September  30, 2001.
Highlights of the quarter include:

*    This is the first full  quarter  reporting  2.5  million  telephone  access
     lines,  reflecting the acquisition of  approximately  1.1 million  Frontier
     Corp.  lines  on  June  29.  Annualized  Incumbent  Local  Exchange  (ILEC)
     operating  results were in line with  previously  announced  2001  guidance
     targets of $1.55 billion in annual  revenue,  $800 million in annual EBITDA
     before  restructuring  and acquisition  assimilation  expenses,  and annual
     capital expenditures of $400 million.
*    Completed the replacement of the $6.15 billion,  364-day credit  facilities
     with $4.5 billion of debt and committed  facilities with a weighted average
     maturity of 10-1/2 years in conjunction  with the issuance of approximately
     $750 million of its Common Stock and equity-linked securities.
*    Began  de-leveraging  by reducing net debt and long-term  debt  liabilities
     (net of cash and short-term investments) by $340 million.
*    Completed the  divestiture of the Louisiana Gas division for $363.4 million
     on July 2, 2001 and recognized a $139.3 million pre-tax gain.
*    Citizens  recorded  restructuring  charges  in the  quarter  related to its
     previously  announced  consolidation  of  operations  support  functions of
     Citizens  and  Frontier.  The  charges  include a $13.0  million  charge to
     operating expenses and $8.8 million to depreciation.
*    Results include a $43.6 million  non-cash  after-tax charge relating to the
     discontinuation of FAS No. 71.

Consolidated  third-quarter revenue from continuing  operations,  which includes
revenue from the company's telecommunications,  electric and gas operations, was
$661.1  million,  an increase of 46 percent from the third quarter of 2000.  For
the nine months ended September 30, 2001,  consolidated  revenue from continuing
operations was $1,791.1 million,  an increase of 36 percent from the same period
in 2000.

<PAGE>

Third quarter 2001 EBITDA from continuing  operations totaled $251.9 million, an
82 percent  increase over third quarter 2000 EBITDA of $138.3  million.  For the
nine months ended  September 30, 2001,  EBITDA from  continuing  operations  was
$620.4 million, an increase of 58 percent from the comparable period in 2000.

Consolidated net loss for the third quarter of 2001 was $.4 million, compared to
net income of $1.5  million  for the same  period in 2000.  For the nine  months
ended September 30, 2001, net income was $18.6 million compared to $11.8 million
for the corresponding period in 2000.

The current and year-ago  quarters  include  EBITDA of $237.6 million and $111.0
million,  respectively,  from the company's ILEC operations.  Third quarter 2001
EBITDA loss from the  company's  Electric  Lightwave  operation was $2.1 million
compared  to $4.8  million  in EBITDA  for the  comparable  period in 2000.  The
current quarter also includes $15.9 million in EBITDA from the company's  Public
Services operations,  compared to $22.3 million for the same period in 2000. The
decrease is primarily due to the sale of Louisiana Gas, the largest of Citizens'
four gas divisions, which was sold on July 2, 2001 for $363.4 million, resulting
in a pre-tax gain of $139.3 million.

Citizens' results for the third quarter of 2001 include a $43.6 million non-cash
after-tax  charge  relating to the  discontinuance  of FAS No. 71.  Citizens has
historically  applied FAS No. 71 because its ILEC properties were  predominantly
regulated following a cost of service/rate of return approach.  Beginning in the
third  quarter  of  2001,  these  properties  no  longer  met the  criteria  for
application of FAS No. 71 due to the continuing  process of deregulation and the
introduction  of  competition  to our existing  rural local  exchange  telephone
properties,  and  our  expectation  that  these  trends  will  continue  for all
Citizens' properties.

Restructuring  expense  of $13.0  million  for the three and nine  months  ended
September 30, 2001 is related to Citizens'  previously  announced  plan to close
its operations  support center in Plano,  Texas by April 2002. The restructuring
resulted in the reduction of 749 employees.  These expenses primarily consist of
severance, benefits, retention, early lease termination costs and other planning
and  communication  costs. We expect to incur  additional costs of approximately
$3.1 million through the first quarter of 2002.

Telecommunications - ILEC
The current  quarter is the first full quarter  reflecting  the  acquisition  of
Frontier Corp. on June 29, 2001. Access lines at the end of the third quarter of
2001  totaled  approximately  2.5 million and  include  approximately  1,229,000
access lines acquired since September 30, 2000.

ILEC  revenue  for the third  quarter of 2001 was $507.2  million,  compared  to
$246.8  million for the same period in 2000.  Acquisitions  accounted for $245.5
million of the increase. Excluding acquisitions,  revenue grew by 6 percent, led
by access line growth of 3 percent.  A 26 percent  increase in the third quarter
of 2001 in data and  long-distance  revenue,  excluding  acquisitions,  reflects
Citizens'  continuing efforts to provide a more comprehensive set of services to
its  customers.  Revenue for the nine months ended  September  30, 2001 from the
ILEC was  $1,083.3  million,  compared to $700.5  million for the same period in
2000 for a 55 percent increase year-over-year. Acquisitions accounted for $350.3
million of this increase.

ILEC EBITDA for the third quarter was $237.6 million, compared to $111.0 million
in the same period of 2000.  Third-quarter  ILEC EBITDA results were affected by
restructuring  charges of $13.0 million and $5.1 million  related to acquisition
assimilation  expense.  Absent these  expenses,  EBITDA for the third quarter of
2001 would have been $255.7  million,  compared  to $123.5  million for the same
period in 2000.  The ILEC  EBITDA  margin for the third  quarter of 2001,  after
restructuring and acquisition  assimilation expense, was 50.4 percent,  compared
to 50.0 percent for the same period in 2000, reflecting the lower margins at the
recently  acquired  Frontier  properties  as well  as the  current  expenses  of
operating and consolidating the Citizens and Frontier operations.

<PAGE>

The current quarter also includes an $8.8 million  increase in depreciation  due
to the reduction in useful life of certain  assets which will be phased out as a
result of the  restructuring.  Operating  results  through the second quarter of
2002 will  reflect the  current  expenses of two  operations  centers  until the
consolidation and integration is completed during 2002. The accelerated level of
depreciation expense will also continue over the next three quarters.

ILEC EBITDA for the nine months ended September 30, 2001 was $535.7 million,  up
72 percent from $312.1 million in the prior year period,  resulting in an EBITDA
margin of 49 percent.  ILEC EBITDA for the nine months ended  September 30, 2001
includes the  above-described  restructuring  charges and  assimilation  expense
related to acquisitions of telephone  access lines.  Absent these  restructuring
charges and assimilation  expense,  continuing ILEC EBITDA was $566.3 million, a
68 percent increase over the prior year's  corresponding  period,  for an EBITDA
margin of 52 percent for the nine months ended September 30, 2001 compared to 48
percent for the same period of 2000.

ILEC Financings
During the third quarter of 2001, the company completed the long-term  financing
of Citizens'  local exchange  access line  acquisitions.  The company sold $1.75
billion in long-term debt  securities in August and completed bank financings of
$1 billion  of  committed  five-year  revolving  and  10-year-term  debt  during
October.  These financings  provide excess liquidity and financial  flexibility.
Since May 2001,  Citizens  has issued $4.5  billion of debt and  committed  bank
facilities with a weighted  average maturity of 10 1/2 years in conjunction with
the issuance of  approximately  $750  million of Common Stock and  equity-linked
securities.

In the third quarter of 2001,  Citizens began de-leveraging by reducing net debt
and  long-term  liabilities  (net of cash and  short-term  investments)  by $340
million.

Electric Lightwave, Inc. (NASDAQ: ELIX)
Third quarter  Electric  Lightwave,  Inc.  (ELI) revenue  totaled $53.3 million,
compared to $63.6 million for the same period in 2000.  Although revenue for the
quarter was down 16 percent from the  corresponding  period in 2000, the Network
Services  component  of  revenue  grew 21  percent  due to sales  of  additional
circuits to new and  existing  customers as ELI  concentrated  upon its targeted
customer  base.  The revenue  decrease was  primarily  due to reduced  rates for
reciprocal compensation,  the non-renewal of a take-or-pay contract with a major
customer,  and reduced demand from ISPs and other carriers for  Internet-related
traffic.

ELI revenue for the nine months  ended  September  30, 2001 was $176.3  million,
compared to $181.0 million for the same period in 2000.

ELI's  gross  margin  during  the third  quarter of 2001 was 68  percent.  ELI's
third-quarter  2001  EBITDA  loss of $2.1  million  was  impacted by a workforce
reduction with an associated expense of $1.4 million, and lower-than-anticipated
revenue  for the  quarter.  ELI  EBITDA  for the third  quarter of 2000 was $4.8
million.  ELI EBITDA  for the nine  months  ended  September  30,  2001 was $5.2
million, compared to a $3.3 million EBITDA loss for the same period in 2000.

ELI's Class A Common Stock is  currently  traded on the Nasdaq  National  Market
System, but the stock does not meet minimum bid price and market value of public
float  requirements for continued  listing that were applicable on September 27,
2001. On that date Nasdaq Stock  Market,  Inc.  implemented  a moratorium  until
January 2, 2002,  at which time  compliance  with the minimum  requirements  for
listing on the Nasdaq  National and SmallCap  Markets will start anew.  If ELI's
Class A Common  Stock  does not meet the  requirements  of the  National  Market
System for 30  consecutive  days, and is unable to regain  compliance  within 90
days, the stock could be subject to delisting at that time.

<PAGE>

Public Services
In September, the California Public Utilities Commission (PUC) approved the sale
of Citizens' water operations to American Water Works. The proposed $835 million
sale is still  pending  an appeal of the PUC order.  The  company  currently  is
working toward a closing before year end.

Gas and Electric  third-quarter  revenues  totaled  $101.7 million versus $143.1
million for the prior year's  quarter.  Public Services EBITDA was $15.9 million
for the third quarter of 2001,  compared to $22.3 million for the same period in
2000, primarily due to the sale of Louisiana Gas.

Revenues for the nine months ended  September  30, 2001 totaled  $534.5  million
versus  $440.6  million for the same period in 2000.  For the nine months  ended
September 30, 2001,  Public Services EBITDA was $77.4 million  compared to $84.1
million for the same period of 2000.

Guidance for the ILEC for the year ended 2001 is  reaffirmed at $1.55 billion in
annual  revenue,   $800  million  in  annual  EBITDA  before  restructuring  and
acquisition  assimilation  expenses,  and annual  capital  expenditures  of $400
million. For Electric Lightwave,  2001 guidance is being lowered to $228 million
in revenue, $10 million in EBITDA, and capital expenditures of $55 million.

About Citizens Communications
Citizens  Communications  serves  approximately  2.5 million  access lines in 24
states and is acquiring an additional 70,000 access lines. It owns 85 percent of
Electric  Lightwave,  Inc.  (NASDAQ:  ELIX). More information on Citizens may be
found at www.czn.net.

This document contains forward-looking  statements that are subject to risks and
uncertainties  that could cause actual results to differ  materially  from those
expressed or implied in the statements. These and all forward-looking statements
(including oral  representations)  are only predictions or statements of current
plans that are  constantly  under  review by the  company.  All  forward-looking
statements  may differ  from  actual  results  because  of, but not  limited to,
changes in the local and overall economy,  changes in market conditions for debt
and equity securities,  the nature and pace of technological changes, the number
and  effectiveness of competitors in the company's  markets,  success in overall
strategy,  changes in legal or regulatory  policy,  changes in legislation,  the
company's  ability to identify future markets and  successfully  expand existing
ones, the mix of products and services  offered in the company's target markets,
the effects of  acquisitions  and  dispositions  and the ability to  effectively
integrate businesses  acquired.  These important factors should be considered in
evaluating any statement  contained  herein and/or made by the company or on its
behalf.  The  foregoing  information  should  be read in  conjunction  with  the
company's filings with the U.S.  Securities and Exchange  Commission  including,
but not limited to,  reports on Forms 10-K and 10-Q. The company does not intend
to update or revise these  forward-looking  statements to reflect the occurrence
of future events or circumstances.


<PAGE>

<TABLE>
<CAPTION>


                         Citizens Communications Company
                           Consolidated Financial Data
                                   (unaudited)
                                                                       For the quarter ended        For the nine months ended
                                                                          September 30,                  September 30,
                                                                       --------------------         ------------------------
                                                                                              %                                %
(Amounts in thousands - except per-share amounts)                         2001      2000    Change     2001        2000     Change
                                                                       ---------------------------  -------------------------------
Income Statement Data
Continuing operations  (1)
<S>                                                                    <C>        <C>          <C>  <C>         <C>             <C>
     Revenue                                                           $ 661,121  $452,710     46%   $1,791,144  $1,320,019     36%
     Cost of Services                                                    123,214   114,497      8%      477,107     338,839     41%
     Depreciation and amortization                                       193,662    95,859    102%      413,734     278,483     49%
     Other operating expenses                                            267,892   187,373     43%      662,972     563,427     18%
     Restructuring expenses                                               13,002         -    100%       13,002           -    100%
     Acquisition assimilation expense                                      5,119    12,539    -59%       17,665      24,130    -27%
     Operating income                                                     58,232    42,442     37%      206,664     115,140     79%
     Investment and other income, net (2)                                  3,070     5,096    -40%       16,495      27,135    -39%
     Gain on sale of assets                                              139,304         -    100%      139,304           -    100%
     Interest expense                                                    123,452    49,559    149%      258,033     128,899    100%
     Income tax expense                                                   39,610      (202) 19709%       49,183       5,096    865%
     Convertible preferred dividends                                       1,553     1,553       -        4,658       4,658       -
Income (loss) from continuing operations                                  35,991    (3,372)  1167%       50,589       3,622   1297%
Income from discontinued operations, net of tax                            7,199     4,838     49%       11,675       8,182     43%
Extraordinary expense-discontinuation of Statement of Financial
     Accounting Standards No. 71, net of tax                              43,631         -    100%       43,631           -    100%
Net income (loss)                                                           (441)    1,466   -130%       18,633      11,804     58%
     Carrying cost of equity forward contracts                             1,003         -    100%       13,650           -    100%
Available to common shareholders                                          (1,444)    1,466   -198%        4,983      11,804    -58%


EBITDA and Capital Expenditure Data (3)
     EBITDA from continuing operations                                 $ 251,894  $138,301     82%   $  620,398  $  393,623     58%
     EBITDA from discontinued operations                                  20,043    14,422     39%       42,052      33,811     24%
     Total Company EBITDA                                                271,937   152,723     78%      662,450     427,434     55%
     EBITDA from continuing operations before restructuring and
       acquisition assimilation expenses                                 270,015   150,840     79%      651,065     417,753     56%
     Cash capital expenditures from continuing operations                115,768    97,561     19%      299,861     349,866    -14%
     Cash capital expenditures from assets held for sale                  16,918    19,720    -14%       50,619      59,475    -15%
     Cash capital expenditures from discontinued operations                7,823    34,596    -77%       20,716      69,072    -70%
     Total Company cash capital expenditures                             140,509   151,877     -7%      371,196     478,413    -22%

Balance Sheet Data
     Cash and investments                                                                            $  297,542  $  418,075    -29%
     Total assets                                                                                    10,385,131   6,519,811     59%
     Net plant (continuing operations)                                                                4,537,291   3,255,120     39%
     Assets held for sale                                                                             1,093,939   1,129,055     -3%
     Assets of discontinued operations                                                                  743,238     638,891     16%
     Long-term debt (continuing operations)                                                           6,243,591   2,925,680    113%
     Equity                                                                                           1,986,136   1,849,104      7%
     Shares of common stock outstanding                                                                 280,036     261,820      7%
     Weighted average shares outstanding                                 285,615   260,309     10%      271,346     260,046      4%

Per-Share Data (4)
     Available to common shareholders from continuing operations       $    0.12  $  (0.01)  1300%   $     0.14  $     0.01   1300%
     Available to common shareholders per common share                     (0.01)     0.01   -200%         0.02        0.05    -60%
     EBITDA per share from continuing operations                            0.88      0.53     66%         2.29        1.51     52%
     EBITDA per share from discontinued operations                          0.07      0.06     17%         0.15        0.13     15%
     Total Company EBITDA per share                                         0.95      0.59     61%         2.44        1.64     49%
     Book value per share                                                                                  7.32        7.11      3%

Other Financial Data
     Long-term debt to long-term debt and equity                                                            76%         61%
     Common equity market capitalization (in billions)                                               $     2.63  $     3.50
     Equity market capitalization (in billions)                                                      $     2.81  $     3.72
     Market capitalization (in billions)  (5)                                                        $     9.05  $     6.65


  (1)  Includes ours Incumbent Local Exchange Carrier (ILEC), Electric Lightwave, Inc. (ELI), (our Competitive Local Exchange
     Carrier) and our natural gas and electric businesses.
       The natural gas and electric businesses are presented in continuing operations in the selected income statement
     data and as assets held for sale in the balance sheet data.
       We are reporting our water and wastewater businesses as discontinued operations.
       Prior year has been restated to conform to current presentation.  Continuing operations reflect the elimination
     of intercompany transactions (see segment footnote in the SEC Form 10-Q).
  (2)  Includes $12,222 of minority interest for the nine months ended 9/30/2000.
  (3)  EBITDA is operating income plus depreciation and amortization.
  (4)  Calculated based on weighted average shares outstanding.
  (5)  Equity market capitalization plus long-term debt.
</TABLE>


<PAGE>
<TABLE>
<CAPTION>
                         Citizens Communications Company
                     Financial and Operating Data by Service

                                                           For the quarter ended                For the nine months ended
                                                               September 30,                          September 30,
                                                         --------------------------            ----------------------------
                                                                                      %                                        %
(Dollars in thousands, except operating data)                2001         2000      Change          2001          2000      Change
                                                         -----------------------------------   -------------------------------------
ILEC

Select Income Statement Data
Revenue
<S>                                                          <C>         <C>            <C>         <C>           <C>           <C>
       Network access services                               $ 189,034   $ 114,725      65%        $  461,549    $  330,018     40%
       Local network services                                  194,398      83,633     132%           390,802       231,557     69%
       Long distance and data services                          71,860      26,422     172%           135,144        75,404     79%
       Directory services                                       25,253       9,376     169%            46,942        27,299     72%
       Other                                                    26,657      12,611     111%            48,898        36,197     35%
Total revenue                                                  507,202     246,767     106%         1,083,335       700,475     55%
       Network access expense                                   45,846      16,723     174%            80,994        51,372     58%
       Depreciation and amortization                           173,014      65,857     163%           347,703       195,628     78%
       Other operating expenses                                205,619     106,542      93%           436,014       312,883     39%
       Restructuring expenses (1)                               13,002         -       100%            13,002           -      100%
       Acquisition assimilation expense (2)                      5,119      12,539     -59%            17,665        24,130    -27%
Total expense                                                  442,600     201,661     119%           895,378       584,013     53%
Operating income                                                64,602      45,106      43%           187,957       116,462     61%

EBITDA and Capital Expenditure Data
       EBITDA (3)                                            $ 237,616   $ 110,963     114%        $  535,660    $  312,090     72%
       EBITDA margin (4)                                           47%         45%       4%               49%           45%      9%
       EBITDA before restructuring and acquisition
        assimilation expenses                                  255,737     123,502     107%           566,327       336,220     68%
       EBITDA margin before acquisition assimilation
        expenses                                                   50%         50%       0%               52%           48%      8%
       Cash capital expenditures                               107,166      76,912      39%           255,955       259,002     -1%

Balance Sheet Data
       Total assets                                                                                $7,067,649    $3,038,634    133%
       Net plant                                                                                    3,626,720     2,339,053     55%

Operating Data
       Access Lines:  (4)
         Embedded properties excluding acquisitions                                                 1,261,406     1,223,876      3%
         Acquired properties                                                                        1,229,058           -      100%
         Total Access lines                                                                         2,490,464     1,223,876    103%
       Switched access minutes of use (in millions)(5)
         Excluding acquisitions                                  1,676       1,454      15%             5,037         4,157     21%
         Acquisitions                                            1,426         -       100%             1,817           -      100%
         Total MOU                                               3,102       1,454     113%             6,854         4,157     65%
       Employees                                                                                        7,759         4,193     85%
</TABLE>

(1)  Represents  expenses  associated  with  our plan to  close  our  operations
     support  center in Plano,  Texas by April  2002.
(2)  Represents expenses associated with the completed and pending acquisitions.
(3)  EBITDA is operating income plus depreciation and  amortization.
(4)  EBITDA divided by total revenue.
(5)  Acquisitions   represent  minutes  of  use  from  entities  acquired  after
     September 30, 2000.
<PAGE>
<TABLE>
<CAPTION>


                         Citizens Communications Company
                     Financial and Operating Data by Service

                                                        For the quarter ended                  For the nine months ended
                                                            September 30,                            September 30,
                                                    ------------------------------           -------------------------------
                                                                                      %                                    %
(Dollars in thousands, except operating data)            2001           2000       Change         2001         2000      Change
                                                    --------------------------------------   -----------------------------------
 Electric Lightwave, Inc.

Select Income Statement Data
Revenue
<S>                                                     <C>          <C>            <C>        <C>           <C>           <C>
       Network services                                 $ 26,077     $ 21,627       21%      $   77,966     $  54,804      42%
       Local telephone services                           14,450       25,187      -43%          58,114        75,412     -23%
       Long distance services                              3,131        3,728      -16%           9,314        12,590     -26%
       Data services                                       9,672       13,068      -26%          30,927        38,202     -19%
Total revenue                                             53,330       63,610      -16%         176,321       181,008      -3%
       Network access expense                             17,232       17,821       -3%          51,014        56,811     -10%
Gross margin                                              36,098       45,789      -21%         125,307       124,197       1%
       Depreciation and amortization                      19,919       16,306       22%          58,647        43,782      34%
       Other operating expenses                           38,221       41,013       -7%         120,073       127,521      -6%
Total expense                                             75,372       75,140        0%         229,734       228,114       1%
Operating loss                                           (22,042)     (11,530)     -91%         (53,413)      (47,106)    -13%

EBITDA and Capital Expenditure Data
       EBITDA (1)                                       $ (2,123)    $  4,776     -144%      $    5,234     $  (3,324)    257%
       Cash capital expenditures  (2)                      8,602       20,649      -58%          43,906        90,864     -52%

Balance Sheet Data
       Total assets                                                                          $  923,476     $ 906,280       2%
       Gross plant                                                                            1,029,724       962,454       7%

Operating Data
       Access Line Equivalents                                                                  172,372       203,911     -15%
       Route miles                                                                                6,737         5,921      14%
       Fiber miles                                                                              353,785       297,208      19%
       Customers                                                                                  2,245         2,915     -23%
       Buildings connected                                                                          860           850       1%
       Employees                                                                                    928         1,156     -20%
       Revenue per employee                             $ 57,468     $ 55,026        4%      $  190,001     $ 156,581      21%
       Reciprocal compensation received (in thousands)  $  2,697     $  9,202      -71%      $   18,422     $  29,228     -37%

</TABLE>

    (1)  EBITDA is operating income plus depreciation and amortization.
    (2)  Excludes capitalized leases.



<PAGE>
<TABLE>
<CAPTION>
                         Citizens Communications Company
                     Financial and Operating Data by Service

                                                          For the quarter ended                 For the nine months ended
                                                              September 30,                           September 30,
                                                        ---------------------------           ------------------------------
                                                                                       %                                       %
(Dollars in thousands, except operating data)               2001          2000      Change         2001           2000       Change
                                                        -----------------------------------   --------------------------------------
Gas Sector (1)

Select Income Statement Data
Revenue
<S>                                                       <C>          <C>            <C>       <C>            <C>            <C>
       Residential distribution                           $ 11,069     $ 28,112      -61%       $ 175,858      $ 117,534      50%
       Commercial distribution                              19,718       26,897      -27%         113,272         94,080      20%
       Industrial distribution                               6,193       19,336      -68%          60,240         44,038      37%
       Total distribution                                   36,980       74,345      -50%         349,370        255,652      37%
       Other                                                   737        5,987      -88%          11,017         15,101     -27%
Total revenue                                               37,717       80,332      -53%         360,387        270,753      33%
       Gas purchased                                        24,988       48,182      -48%         252,065        148,238      70%
Gross margin                                                12,729       32,150      -60%         108,322        122,515     -12%
       Depreciation and amortization (2)                       152        6,707      -98%             457         19,076     -98%
       Other operating expenses                              8,860       24,233      -63%          65,652         79,279     -17%
Total expense                                               34,000       79,122      -57%         318,174        246,593      29%
Operating income                                             3,717        1,210      207%          42,213         24,160      75%

EBITDA and Capital Expenditure Data
       EBITDA (3)                                         $  3,869     $  7,917      -51%       $  42,670      $  43,236      -1%
       Cash capital expenditures                             8,035       12,305      -35%          26,189         36,043     -27%

Balance Sheet Data
       Assets held for sale                                                                     $ 441,089      $ 598,048     -26%
       Net plant                                                                                  354,313        514,908     -31%

Operating Data
       Customers                                                                                  200,062        467,870     -57%
       Employees                                                                                      533            989     -46%
       Customers per employee                                                                         375            473     -21%
       Gross margin (net revenue) per employee            $ 23,882     $ 32,508      -27%       $ 203,231      $ 123,878      64%
       Billion Cubic Feet of gas throughput (BCF)              3.1         13.2      -77%            40.7           50.9     -20%

</TABLE>


(1)  Our Louisiana Gas operations  were disposed of by sale on July 2, 2001. The
     sale of this operation affects comparability of data presented.
(2)  Our gas operations are reported as "held for sale". Accordingly,  we ceased
     to record depreciation expense effective October 1, 2000.
(3)  EBITDA is operating income plus depreciation and amortization.



<PAGE>
<TABLE>
<CAPTION>


                         Citizens Communications Company
                     Financial and Operating Data by Service

                                                       For the quarter ended                  For the nine months ended
                                                           September 30,                            September 30,
                                                     ---------------------------           --------------------------------
                                                                                    %                                       %
(Dollars in thousands, except operating data)            2001          2000      Change         2001          2000        Change
                                                     -----------------------------------   ---------------------------------------
Electric Sector

Select Income Statement Data
Revenue
<S>                                                    <C>          <C>             <C>        <C>           <C>            <C>
       Residential distribution                        $ 28,291     $ 28,227        0%       $   74,355    $   74,276       0%
       Commercial distribution                           18,691       18,666        0%           50,125        50,233       0%
       Industrial distribution                           12,668       13,168       -4%           37,942        36,841       3%
       Total distribution                                59,650       60,061       -1%          162,422       161,350       1%
       Other                                              4,303        2,709       59%           11,692         8,529      37%
Total revenue                                            63,953       62,770        2%          174,114       169,879       2%
       Electric energy and fuel oil purchased            36,149       32,540       11%           95,804        84,514      13%
Gross margin                                             27,804       30,230       -8%           78,310        85,365      -8%
       Depreciation and amortization (1)                    335        6,729      -95%            6,135        19,806     -69%
       Other operating expenses                          15,821       15,816        0%           43,568        44,486      -2%
 Total expense                                           52,305       55,085       -5%          145,507       148,806      -2%
Operating income                                         11,648        7,685       52%           28,607        21,073      36%

EBITDA and Capital Expenditure Data
       EBITDA (2)                                      $ 11,983     $ 14,414      -17%       $   34,742    $   40,879     -15%
       Cash capital expenditures                          8,883        7,415       20%           24,430        23,432       4%

Balance Sheet Data
       Assets held for sale                                                                  $  652,850    $  531,007      23%
       Net plant                                                                                440,143       417,561       5%

Operating Data
       Customers                                                                                132,129       123,572       7%
       Employees                                                                                    340           335       1%
       Customers per employee                                                                       389           369       5%
       Gross margin (net revenue) per employee         $ 81,776     $ 90,239       -9%       $  230,324    $  254,821     -10%
       Megawatt hours sold                              582,441      578,505        1%        1,520,245     1,476,974       3%
       Megawatt hours generated                         104,755       92,865       13%          315,770       296,154       7%
       Megawatt hours purchased                         530,605      527,151        1%        1,334,788     1,327,966       1%

</TABLE>


(1)  Our electric  operations are reported as "held for sale".  Accordingly,  we
     ceased to record depreciation expense effective January 1, 2001.
(2)  EBITDA is operating income plus depreciation and amortization.



<PAGE>



                                   Signature
                                   ---------


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 thereunto duly authorized.


                CITIZENS COMMUNICATIONS COMPANY
                -------------------------------
                         (Registrant)


                  By: /s/ Robert J. Larson
                      -------------------------------------------
                      Robert J. Larson
                      Vice President and Chief Accounting Officer



Date: November 13, 2001