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 2, 2005




                         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)

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

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

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

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

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

<PAGE>

ITEM 2.02      Results of Operations and Financial Condition
               ---------------------------------------------

               On November 2, 2005, Citizens  Communications  Company,  issued a
               press release.  A copy of the press release is attached hereto as
               Exhibit 99.1.

               The information in this Form 8-K and the Exhibits attached hereto
               shall not be deemed  "filed"  for  purposes  of Section 18 of the
               Securities  and  Exchange  Act of 1934  (the  "Exchange  Act") or
               otherwise  subject to the liabilities of that section,  nor shall
               it be deemed  incorporated  by  reference in any filing under the
               Securities  Act of 1933 or the Exchange Act,  except as expressly
               set forth by specific reference in such a filing.


ITEM 9.01      Financial Statements and Exhibits
               ---------------------------------

               (c) Exhibits

               99.1 Press release of Citizens  Communications  Company  released
               November 2, 2005 announcing 2005 3rd Quarter Results.
<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/ Jerry Elliott
                             --------------------------
                             Jerry Elliott
                             Executive Vice President and
                             Chief Financial Officer

Date: November 2, 2005
<PAGE>
                                                       Exhibit 99.1


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


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




                         Citizens Communications Reports
             2005 Third-Quarter Results; Declares Quarterly Dividend

Stamford,  Conn., November 2, 2005 -- Citizens  Communications  (NYSE:CZN) today
reported  third quarter 2005  revenues of $537.3  million;  operating  income of
$141.6 million; and net income of $38.4 million.

Third  quarter  2005  revenue  from the  company's  ILEC  operations  was $497.6
million,  as  compared  to $500.0  million  in the third  quarter  of 2004.  The
decrease is due primarily to fewer access lines,  lower access service  revenues
(which includes subsidy payments we receive from federal and state agencies) and
reduced long  distance  revenue.  Subsidy  revenue  declined  primarily due to a
missed filing deadline with the Universal Service Fund (USF). We have received a
Waiver  from the FCC for the late filing and expect to  recognize  approximately
$10 million of additional USF subsidy revenue in the fourth  quarter.  Growth in
data and enhanced service revenues partially offset the decreases.  Data service
revenues increased 28 percent compared to the third quarter of 2004.

The company added 23,000  high-speed  internet  customers during the quarter and
had 290,200 high-speed data subscribers at September 30, 2005. The number of the
company's  high-speed internet subscribers has increased by more than 102,000 or
55 percent from a year ago.

ILEC  operating  income for the third  quarter of 2005 was  $137.0  million  and
operating  income  margin was 27.5  percent,  compared to $69.3 million and 13.9
percent in the third quarter of 2004.  This increase is  principally  due to the
management  succession  and  strategic  alternative  charges  in  2004.  Capital
expenditures for the ILEC were $57.9 million for the third quarter of 2005.

Free cash flow was $130.2  million  during the third  quarter and has  increased
13.0 percent from $371.6  million to $421.3 million during the first nine months
of 2005. The company's dividend represents a payout of 60.6 percent of free cash
flow for the first nine months of 2005.

During the third quarter,  the company repurchased $153.4 million, or 11,256,500
shares of stock.  The company has now repurchased a total of $172.0 million,  or
12,656,500 shares of stock under its $250.0 million  authorized share repurchase
program.

The company's  next regular  quarterly  cash dividend of $0.25 per share will be
paid on December 30, 2005 to shareholders of record on December 9, 2005.


                                    --MORE --
<PAGE>

The  company  uses  certain  non-GAAP   financial  measures  in  evaluating  its
performance.  These include free cash flow. A reconciliation  of the differences
between free cash flow and the most comparable  financial measure calculated and
presented in  accordance  with GAAP is included in the tables that  follow.  The
non-GAAP  financial  measures  are  by  definition  not  measures  of  financial
performance  under  generally  accepted   accounting   principles  and  are  not
alternatives  to operating  income or net income  reflected in the  statement of
operations  or to cash flow as reflected in the  statement of cash flows and are
not  necessarily  indicative of cash available to fund all cash flow needs.  The
non-GAAP  financial  measures  used  by the  company  may not be  comparable  to
similarly titled measures of other companies.

The company believes that presentation of non-GAAP  financial  measures provides
useful information to investors  regarding the company's financial condition and
results of operations  because these  measures,  when used in  conjunction  with
related GAAP financial measures,  (i) together provide a more comprehensive view
of the company's core operations and ability to generate cash flow, (ii) provide
investors with the financial  analytical  framework upon which  management bases
financial,  operational,  compensation and planning decisions and (iii) presents
measurements that investors and rating agencies have indicated to management are
useful  to  them  in  assessing  the  company  and its  results  of  operations.
Management  uses these  non-GAAP  financial  measures  to plan and  measure  the
performance of its core  operations and its divisions  measure  performance  and
report to  management  based upon  these  measures.  In  addition,  the  company
believes that free cash flow, as the company defines it, can assist in comparing
performance from period to period, without taking into account factors affecting
cash flow reflected in the statement of cash flows, including changes in working
capital and the timing of purchases and payments.

Management uses these non-GAAP financial measures to (i) assist in analyzing the
company's underlying financial  performance from period to period, (ii) evaluate
the  financial  performance  of its business  units,  (iii) analyze and evaluate
strategic and operational  decisions,  (iv) establish  criteria for compensation
decisions;  and (v) assist  management in understanding the company's ability to
generate cash flow and, as a result,  to plan for future capital and operational
decisions. Management uses these non-GAAP financial measures in conjunction with
related  GAAP  financial  measures.  The  company  believes  that  the  non-GAAP
financial measures are meaningful and useful for the reasons outlined above.

While the company  utilizes  these non-GAAP  financial  measures in managing and
analyzing its business and  financial  condition and believes they are useful to
management  and to investors for the reasons  described  above,  these  non-GAAP
financial measures have certain shortcomings. In particular, free cash flow does
not represent the residual cash flow available for  discretionary  expenditures,
since items such as debt  repayments  and  dividends  are not deducted from such
measure.  Management  compensates  for the  shortcomings  of these  measures  by
utilizing them in conjunction with their comparable GAAP financial measures. The
information  in this  press  release  should  be read in  conjunction  with  the
financial  statements and footnotes  contained in our documents to be filed with
the U.S. Securities and Exchange Commission.

                                    --MORE --
<PAGE>

About Citizens Communications
More information about Citizens can 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.  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.


                                       ###


TABLES TO FOLLOW


<PAGE>
<TABLE>
<CAPTION>

                         Citizens Communications Company
                         Consolidated Financial Data (1)
                                   (unaudited)

                                                          For the quarter ended                 For the nine months ended
                                                              September 30,          %                September 30,          %
                                                         -----------------------               ---------------------------
(Amounts in thousands - except per-share amounts)         2005         2004       Change         2005           2004       Change
                                                         ----------------------------------    -------------------------------------
Income Statement Data (2)
<S>                                                      <C>          <C>              <C>     <C>            <C>              <C>
  Revenue                                                $537,346     $539,188         0%      $1,606,367     $1,629,295       -1%
  Cost of services (exclusive of depreciation and
    amortization)                                          51,050       49,655         3%         145,766        151,915       -4%
  Other operating expenses                                208,300      200,838         4%         608,552        617,099       -1%
  Management succession and strategic alternatives
    expenses (3)                                                -       75,858      -100%               -         90,632     -100%
  Stock based compensation                                  2,052        1,842        11%           6,433          7,759      -17%
  Depreciation and amortization                           134,327      140,908        -5%         411,990        428,191       -4%
  Operating income                                        141,617       70,087       102%         433,626        333,699       30%
  Investment and other income (loss)                        6,768      (13,654)      150%          12,749         16,849      -24%
  Interest expense (includes interest on convertible
    debt)                                                  85,228       90,863        -6%         253,096        286,296      -12%
  Income tax expense (benefit)                             24,781      (21,934)      213%          69,892         12,869      443%
Income from discontinued operations, net of tax                 -        1,206      -100%           2,207          3,987      -45%
Net income (loss) attributable to common shareholders      38,376      (11,290)      440%         125,594         55,370      127%

Weighted average shares outstanding                       338,928      309,732         9%         339,026        294,455       15%

Basic net income (loss) per share attributable to
  common shareholders (4)                                $   0.11     $  (0.04)      375%      $     0.37     $     0.19       95%

Other Financial Data
Total capital expenditures                               $ 61,157     $ 67,538        -9%      $  175,460     $  200,180      -12%
Free cash flow (5)                                        130,214      129,224         1%         421,258        371,609       13%

</TABLE>

(1)  Our  conferencing  business was sold on March 15, 2005.  Prior periods have
     been  restated  to  present  our  conferencing   business  as  discontinued
     operations.
(2)  Our Vermont  distribution  facilities were sold on April 1, 2004. This sale
     affects the comparability of data presented.
(3)  Includes $36,618 related to stock based compensation  expense for the three
     and nine months ended September 30, 2004.
(4)  Calculated based on weighted average shares outstanding.
(5)  A  reconciliation  to the most  comparable GAAP measure is presented at the
     end of these tables.


<PAGE>
<TABLE>
<CAPTION>
                         Citizens Communications Company
                        Financial and Operating Data (1)
                                   (unaudited)

                                                        For the quarter ended                   For the nine months ended
                                                           September 30,              %              September 30,             %
                                                      ---------------------------               --------------------------
(Dollars in thousands, except operating data)            2005            2004       Change         2005           2004       Change
                                                      -------------------------------------    -------------------------------------
TELECOMMUNICATIONS
Select Income Statement Data
<S>                                                     <C>            <C>             <C>       <C>            <C>            <C>
Revenue
     Access services                                   $  145,915     $  157,692        -7%     $  455,389     $  474,399      -4%
     Local services                                       208,630        214,299        -3%        624,367        640,458      -3%
     Long distance services                                43,003         46,089        -7%        129,091        138,966      -7%
     Data services                                         45,806         35,913        28%        126,806        101,211      25%
     Directory services                                    28,362         27,312         4%         84,866         82,987       2%
     Other                                                 25,860         18,673        38%         69,071         64,262       7%
        ILEC revenue                                      497,576        499,978         0%      1,489,590      1,502,283      -1%
     Electric Lightwave                                    39,770         39,210         1%        116,777        117,277       0%
Total revenue                                             537,346        539,188         0%      1,606,367      1,619,560      -1%

Expenses
     Network access expense                                51,050         49,655         3%        145,766        146,392       0%
     Other operating expenses                             208,300        200,827         4%        608,552        610,555       0%
     Management succession and strategic alternatives
       expenses                                                 -         75,858      -100%              -         90,632    -100%
     Stock based compensation                               2,052          1,842        11%          6,433          7,759     -17%
     Depreciation and amortization                        134,327        140,908        -5%        411,990        428,191      -4%
Total expenses                                            395,729        469,090       -16%      1,172,741      1,283,529      -9%

Operating Income
     ILEC                                              $  137,015     $   69,324        98%     $  423,589     $  330,910      28%
     ELI                                                    4,602            774       495%         10,037          5,121      96%

Other Financial and Operating Data
     ILEC capital expenditures                         $   57,888     $   65,622       -12%     $  162,226     $  191,934     -15%
     ELI capital expenditures                               3,244          1,907        70%         13,134          8,066      63%
     ILEC depreciation and amortization                   128,115        134,787        -5%        393,192        410,290      -4%
     ELI depreciation and amortization                      6,212          6,121         1%         18,798         17,901       5%


     ILEC access lines                                  2,245,088      2,346,018        -4%      2,245,088      2,346,018      -4%
     High-speed internet subscribers                      290,228        187,463        55%        290,228        187,463      55%
     ILEC switched access minutes of use (in millions)      2,808          2,973        -6%          8,520          8,890      -4%
     ILEC average monthly revenue per average RGU (2)  $    65.32     $    65.87        -1%     $    65.32     $    66.24      -1%
</TABLE>

(1)  See footnote (1) on the first page.
(2)  RGUs are access lines plus high-speed internet subscribers.

<PAGE>
<TABLE>
<CAPTION>
                         Citizens Communications Company
                          Financial and Operating Data
                                   (unaudited)

                                                For the quarter ended                         For the nine months ended
                                                    September 30,               %                 September 30,                %
                                            ------------------------------                 -------------------------------
(Dollars in thousands)                          2005             2004         Change           2005              2004        Change
                                            -------------------------------------------    -----------------------------------------
GAS AND ELECTRIC SECTORS (1)

Select Income Statement Data
<S>                                              <C>              <C>        <C>                <C>           <C>           <C>
Revenue                                          $ -              $ -            -              $ -           $ 9,735       -100%
Gas, electric energy and fuel oil purchased        -                -            -                -             5,523       -100%
Other operating expenses                           -               11        -100%                -             6,544       -100%
Operating income (loss)                            -              (11)        100%                -            (2,332)       100%


(1)  See footnote (2) on the first page.
</TABLE>


<PAGE>
<TABLE>
<CAPTION>

                         Citizens Communications Company
                  Condensed Consolidated Balance Sheet Data (1)

(Amounts in thousands)
                                                                (unaudited)
                                                            September 30, 2005     December 31, 2004
                                                           --------------------  --------------------
                               ASSETS
Current assets:
<S>                                                                   <C>                   <C>
    Cash and cash equivalents                                       $   286,609           $   167,463
    Accounts receivable and other current assets                        249,626               279,295
    Assets of discontinued operations                                         -                24,122
                                                           ---------------------  --------------------
      Total current assets                                              536,235               470,880

Property, plant and equipment, net                                    3,192,090             3,335,850

Other long-term assets                                                2,727,092             2,861,689
                                                           ---------------------  --------------------
           Total assets                                             $ 6,455,417           $ 6,668,419
                                                           =====================  ====================

                       LIABILITIES AND EQUITY
Current liabilities:
    Long-term debt due within one year                              $   227,762           $     6,380
    Accounts payable and other current liabilities                      375,844               410,405
    Liabilities of discontinued operations                                    -                   735
                                                           ---------------------  --------------------
      Total current liabilities                                         603,606               417,520

Deferred income taxes and other liabilities                             693,210               621,661
Long-term debt                                                        4,006,967             4,266,998
Shareholders' equity                                                  1,151,634             1,362,240
                                                           ---------------------  --------------------
           Total liabilities and equity                             $ 6,455,417           $ 6,668,419
                                                           =====================  ====================


(1) See footnote (1) on the first page.
</TABLE>

<PAGE>
<TABLE>
<CAPTION>
                         Citizens Communications Company
                    Condensed Consolidated Cash Flow Data (1)
                                   (unaudited)

(Amounts in thousands)
                                                                 For the nine months ended September 30,
                                                                 ---------------------------------------
                                                                        2005                2004
                                                                 -------------------  ------------------

<S>                                                                   <C>                 <C>
Income from continuing operations                                     $ 123,387           $  51,383
Adjustments to reconcile income from continuing operations
   to net cash provided by continuing operating activities:
     Depreciation and amortization                                      411,990             428,191
     Gain on expiration/settlement of customer advances                    (492)            (25,345)
     Loss on debt exchange                                                3,175                 -
     Stock based compensation                                             6,433              44,212
     Other                                                               59,852              38,457
                                                                 -------------------  ------------------
Net cash provided by continuing operating activities                    604,345             536,898

Cash flows from investing activities:
     Proceeds from sales of assets, net of selling expenses              24,195              59,045
     Securities sold                                                      1,112                   -
     Capital expenditures                                              (175,460)           (200,180)
     Other assets (purchased) distributions received, net                  (803)            (26,715)
                                                                 -------------------  ------------------
Net cash used by investing activities                                  (150,956)           (167,850)

Cash flows from financing activities:
     Long-term debt payments                                             (6,173)           (513,795)
     Issuance of common stock                                            46,739             530,197
     Dividends paid                                                    (255,327)           (747,937)
     Shares repurchased                                                (161,898)                  -
     Other                                                               (1,720)            (22,460)
                                                                 -------------------  ------------------
Net cash used by financing activities                                  (378,379)           (753,995)

Cash provided by discontinued operations                                 44,136                 303

Increase (decrease) in cash and cash equivalents                        119,146            (384,644)
Cash and cash equivalents at January 1,                                 167,463             583,671
                                                                 -------------------  ------------------

Cash and cash equivalents at September 30,                            $ 286,609           $ 199,027
                                                                 ===================  ==================

Cash paid during the period for:
     Interest                                                         $ 244,395           $ 264,174
     Income taxes                                                     $   2,235           $   2,196

(1)  See footnote (1) on the first page.
</TABLE>

<PAGE>
<TABLE>
<CAPTION>
                                                                                                                       Schedule A


Reconciliation of Non-GAAP Financial Measures (1)
(unaudited)
                                                    For the quarter ended September 30,      For the nine months ended September 30,
                                                    ------------------------------------    ----------------------------------------
(Amounts in thousands)                                    2005                2004                  2005                  2004
                                                    -----------------   ----------------    -------------------    -----------------
Net Income (Loss) from Continuing Operations
--------------------------------------------
   to Free Cash Flow; Net Cash Provided by
   ---------------------------------------
   Continuing Operating Activities
   -------------------------------

<S>                                                   <C>                <C>                    <C>                    <C>
Net income (loss) from continuing operations          $  38,376          $  (12,496)            $  123,387             $  51,383

 Add back:
    Depreciation and amortization                       134,327             140,908                411,990               428,191

    Income tax expense (benefit)                         24,781             (21,934)                69,892                12,869

    Management succession and strategic alternatives
      expenses                                              -                75,858                     -                 90,632

    Stock based compensation                              2,052               1,842                  6,433                 7,759

Subtract:
    Cash paid for income taxes                            1,397               1,070                  2,235                 2,196

    Investment and other income (loss)                    6,768             (13,654)                12,749                16,849

    Capital expenditures                                 61,157              67,538                175,460               200,180
                                                    -----------------   -----------------   -------------------   -----------------
Free cash flow                                          130,214             129,224                421,258               371,609

 Add back:
    Deferred income taxes                                10,230             (27,184)                56,231                15,123

    Non-cash (gains)/losses, net                          6,216              49,798                 16,471                44,579

    Investment and other income (loss)                    6,768             (13,654)                12,749                16,849

    Cash paid for income taxes                            1,397               1,070                  2,235                 2,196

    Capital expenditures                                 61,157              67,538                175,460               200,180

Subtract:
    Changes in current assets and liabilities               973             (21,652)                 3,734                 2,378

    Income tax expense (benefit)                         24,781             (21,934)                69,892                12,869

    Management succession and strategic alternatives
      expenses                                              -                75,858                    -                  90,632

    Stock based compensation                              2,052               1,842                  6,433                 7,759

                                                    -----------------   -----------------   -------------------   -----------------
Net cash provided by continuing operating
   activities                                         $ 188,176          $  172,678             $  604,345             $ 536,898
                                                    =================   =================   ===================   =================

See footnote (1) on the first page.

</TABLE>