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): June 17, 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)       (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 5.   Other Events.

     Citizens   Communications   Company  today  announced  (i)  the  successful
completion  of  its  cash  tender  offer  at  $0.70  per  share  for  all of the
outstanding  publicly-held  Class A common  shares of Electric  Lightwave,  Inc.
("ELI") that  Citizens  does not own and (ii) the  prepayment by Citizens of all
$400 million  outstanding  under ELI's bank  facility.  The Offer expired by its
terms at midnight,  New York City time, on Monday,  June 17, 2002.  The tendered
shares  combined  with shares  already  owned by Citizens  and its  subsidiaries
represent  approximately 95.5% of the outstanding shares of ELI's Class A common
stock.  Citizens has accepted for payment all validly  tendered  shares and will
make prompt payment to the Depositary for the accepted shares.  Citizens expects
to complete a "short-form"  merger in which ELI will become a wholly-owned,  not
publicly traded subsidiary of Citizens.


Item 7.   Financial Statements, Exhibits.

          (c) Exhibits

          1.1 Press Release of Citizens Communications Company released June 18,
          2002,  announcing  that (i) Citizens has  successfully  completed  the
          tender  offer for all  outstanding  shares of Class A common  stock of
          Electric  Lightwave,  Inc.  and (ii)  Citizens  will  prepay  all $400
          million outstanding under ELI's bank facility.


<PAGE>




                                   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.

                                 CITIZENS COMMUNICATIONS COMPANY


Date: June 18, 2002              By: /s/ Donald B. Armour
                                    -------------------------------------------
                                 Name:   Donald B. Armour
                                 Title:  Vice President Finance and Treasurer



<PAGE>

Exhibit 1.1

                                                   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 COMPLETES OFFER
              FOR ELECTRIC LIGHTWAVE, INC. AND WILL REPAY BANK DEBT


STAMFORD,  Conn., June 18, 2002 -- Citizens  Communications  Company (NYSE: CZN)
today announced the successful  completion of its cash tender offer at $0.70 per
share for all of the outstanding publicly held Class A common shares of Electric
Lightwave,  Inc. ("ELI") that Citizens does not own. In addition,  Citizens will
prepay all $400  million  outstanding  under ELI's bank  facility and cancel all
commitments thereunder by the end of June, 2002.

The Offer expired by its terms at midnight,  New York City time, on Monday, June
17,  2002.  Citizens  estimates  that  6,346,451  Shares,  including  guaranteed
deliveries, were tendered. The tendered Shares, combined with the Shares already
owned by Citizens and its subsidiaries,  represent approximately 95.5 percent of
the outstanding shares of ELI's Class A common stock.  Citizens has accepted for
payment  all  validly  tendered  Shares  and will  make  prompt  payment  to the
Depositary for the accepted shares.

Citizens  expects to complete a  "short-form"  merger in which ELI will become a
wholly owned, not publicly traded  subsidiary of Citizens.  In the merger,  each
share of ELI common  stock that was not  tendered,  other than  shares  owned by
Citizens and its  subsidiaries  and stockholders  validly  exercising  appraisal
rights under  Delaware law,  will be converted  into a right to receive $0.70 in
cash without interest.  Completion of the merger is expected by the end of June,
2002.

About Citizens Communications Company
Citizens Communications provides wireline communications services to 2.5 million
telephone  access lines in 24 states.  It was the seventh  largest  local access
telephone  provider in the United  States as of December 31,  2001.  The company
also provides  competitive  local exchange services in the West through Electric
Lightwave,  Inc. In addition,  the company provides natural gas transmission and
distribution and electric transmission and distribution to customers in Arizona,
Hawaii and Vermont.  The company  plans to divest these  utility  operations  to
focus upon  telecommunications.  More information about Citizens can be found at
www.czn.net.

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