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 12, 2002




                         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
                           Stamford, Connecticut  06905
                    (Address of Principal Executive Offices)

                                 (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 9.  Regulation FD Disclosure

          On November 12, 2002,  pursuant to 18 U.S.C.  Section 1350, as adopted
          pursuant  to  Section  906 of the  Sarbanes-Oxley  Act  of  2002,  the
          Quarterly Report on Form 10-Q filed by Citizens Communications Company
          for  the  Quarter  ended   September  30,  2002  was   accompanied  by
          certifications  of  the  Principal  Executive  Officer  and  Principal
          Financial Officer with the Securities and Exchange Commission.  Copies
          of each  certification are furnished as Exhibits 99.1 and 99.2 to this
          report.

<PAGE>

                               INDEX TO EXHIBITS

Exhibit No.             Description
-----------             -----------

  99.1                  Certification of Principal Executive Officer Pursuant
                        to 18 U.S.C. Section 1350, as Adopted Pursuant to
                        Section 906 of the Sarbanes-Oxley Act of 2002.

  99.2                  Certification of Principal Financial Officer Pursuant
                        to 18 U.S.C. Section 1350, as Adopted Pursuant to
                        Section 906 of the Sarbanes-Oxley Act of 2002.

<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 12, 2002


<PAGE>

                               November 12, 2002


Jonathan G. Katz, Secretary
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC  20549

     Re:  Citizens Communications Company, SEC File No. 001-11001

Dear Sir:

Attached  please find  statements  of the  principal  executive  officer and the
principal financial officer of Citizens  Communications Company accompanying the
filing today of the Quarterly Report on Form 10-Q of the Company for the quarter
ended September 30, 2002,  pursuant to Section 906 of the  Sarbanes-Oxley Act of
2002.

Please  call me at (203)  614-5047  or, in my  absence,  Robert  Larson at (203)
614-5104, if you have any questions.


                                        Sincerely,


                                        /s/ L. Russell Mitten
                                        --------------------------
                                        L. Russell Mitten




<PAGE>
                                                        Exhibit 99.1


                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350.
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


In connection with the Quarterly Report of Citizens  Communications Company (the
"Company") on Form 10-Q for the period  ending  September 30, 2002 as filed with
the Securities  and Exchange  Commission on the date hereof (the  "Report"),  I,
Leonard Tow, Chief  Executive  Officer of the Company,  certify,  pursuant to 18
U.S.C.  Section 1350, as adopted  pursuant to Section 906 of the  Sarbanes-Oxley
Act of 2002, that:

          (1)  The Report fully complies with the  requirements of Section 13(a)
               or 15(d) of the Securities Exchange Act of 1934; and

          (2)  The information  contained in the Report fairly presents,  in all
               material  respects,   the  financial   condition  and  result  of
               operations of the Company.



/s/ Leonard Tow
-------------------------
Leonard Tow
Chief Executive Officer
November 12, 2002




This certification is made solely for purpose of 18 U.S.C. Section 1350, subject
to the knowledge standard contained therein, and not for any other purpose.



<PAGE>
                                                        Exhibit 99.2



                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350.
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


In connection with the Quarterly Report of Citizens  Communications Company (the
"Company") on Form 10-Q for the period  ending  September 30, 2002 as filed with
the Securities  and Exchange  Commission on the date hereof (the  "Report"),  I,
Jerry Elliott, Chief Financial Officer of the Company,  certify,  pursuant to 18
U.S.C.  Section 1350, as adopted  pursuant to Section 906 of the  Sarbanes-Oxley
Act of 2002, that:

          (1)  The Report fully complies with the  requirements of Section 13(a)
               or 15(d) of the Securities Exchange Act of 1934; and

          (2)  The information  contained in the Report fairly presents,  in all
               material  respects,   the  financial   condition  and  result  of
               operations of the Company.



/s/ Jerry Elliott
----------------------
Jerry Elliott
Chief Financial Officer
November 12, 2002




This certification is made solely for purpose of 18 U.S.C. Section 1350, subject
to the knowledge standard contained therein, and not for any other purpose.