Consolidated Communications Holdings
Aug 7, 2008

Consolidated Communications Holdings Reports Second Quarter 2008 Results

MATTOON, Ill., Aug. 7 /PRNewswire-FirstCall/ -- Consolidated Communications Holdings, Inc. (Nasdaq: CNSL) reported results for the second quarter and six-month period ended June 30, 2008.

     Second quarter highlights:

     *    Revenues were $106.4 million.
     *    Adjusted EBITDA was $48.3 million.
     *    Net cash provided by operations was $17.1 million.
     *    Dividend payout ratio was 68.4%.

"With revenues of $106.4 million and Adjusted EBITDA of $48.3 million, we continue to deliver strong financial results," said Bob Currey, Consolidated's president and CEO. "In the quarter, we celebrated a key milestone by breaking the 100,000 mark for total broadband connections. Both our broadband and VOIP offerings continue to demonstrate excellent growth. Additionally, we are pleased with the strong start and customer reaction to the April DVR launch and IPTV rollout in Pennsylvania."

"Our Pennsylvania integration remains ahead of schedule and we are confident we will exceed our original synergy projections of $7.0 million. To date, we have already taken action to achieve an annualized $5.5 million of the projection."

"As anticipated, our cable competitors launched voice services in our Texas markets during the quarter. The steps we have already taken with our triple play bundle, our industry leading DSL penetration and our consumer VOIP offering have us well positioned to compete," Currey concluded.

     Operating Statistics at June 30, 2008, Compared to June 30, 2007.

     *    Total connections were 455,281, an increase of 10,694, or 2.4%.
     *    Total local access lines were 276,793, a decrease of 16,740, or
          5.7%.
          o    Our existing Illinois and Texas operations had a decrease of
               12,576, or 5.5%.
          o    Our Pennsylvania operations had a decrease of 4,164, or 6.5%.
     *    ILEC Broadband connections were 100,687, an increase of 18,750, or
          22.9%.
          o    DSL subscribers were 86,575, an increase of 14,215, or 19.6%.
          o    IPTV subscribers were 14,112, an increase of 4,535, or 47.4%.
     *    ILEC VOIP lines were 4,088, an increase of 2,266, or 124.4%.
     *    CLEC access line equivalents were 73,713, an increase of 6,418, or
          9.5%.

Steve Childers, Consolidated's Chief Financial Officer, stated, "Due to our strong second quarter financial results and improved capital structure we continue to lower our dividend payout ratio. As previously announced, on April 1, we completed the redemption of $130.0 million of our 9.75% senior notes. Although the related redemption penalty and the associated write off of deferred financing costs resulted in a $9.2 million pre-tax charge to second quarter earnings, by limiting borrowing to $120.0 million from a delayed term facility, we effectively paid down $10.0 million of debt and we will realize $4.0 million in annualized cash interest savings."

Cash Available to Pay Dividends

For the second quarter 2008, cash available to pay dividends, or CAPD, was $16.6 million and the dividend payout ratio was 68.4%. At June 30, 2008, cash and cash equivalents were $10.4 million. The Company made capital expenditures of $13.0 million during the first quarter, which included $0.3 million in integration related capital.

     Financial Highlights for the Second Quarter Ended June 30, 2008

     *    Revenues were $106.4 million, compared to $80.9 million in the
          second quarter of 2007.  Revenues excluding the impact from the
          North Pittsburgh acquisition were $82.4 million, an increase of
          $1.5 million.  The increase was primarily driven by gains in Data
          and Internet revenue associated with our continued growth in DSL,
          IPTV and VOIP subscribers.
     *    Depreciation and amortization was $22.4 million, compared to
          $16.6 million in the second quarter of 2007. The $5.8 million
          increase was primarily driven by increased depreciation associated
          with the fixed assets acquired and the amortization of intangible
          assets recognized in conjunction with the acquisition of North
          Pittsburgh.
     *    Income from operations was $21.1 million, compared to $16.3 million
          in the second quarter of 2007.
     *    Interest expense, net was $16.0 million, compared to $11.5 million
          in the same quarter last year.  The increase was primarily driven by
          the incremental debt and terms of the new credit facility associated
          with the North Pittsburgh acquisition.
     *    Loss on extinguishment of debt was $9.2 million in the second
          quarter.  As a result of the April 1, redemption of $130 million of
          9.75% senior notes, we incurred a $6.3 million redemption penalty
          and recognized the write off of $2.9 million in previously deferred
          finance costs.
     *    Other income, net was $4.6 million, compared to $1.8 million for the
          same period in 2007.  As part of the acquisition of North
          Pittsburgh, the company acquired interests in three additional
          cellular partnerships, which accounted for approximately
          $2.9 million of income during the period.
     *    Income tax expense was $0.3 million, compared to $1.1 million in
          2007.
     *    Net income was $0.2 million, compared to $5.5 million in the second
          quarter of 2007.  "Adjusted net income" excludes certain items in
          the manner described in the table provided in this release.  On that
          basis, "adjusted net income" was $6.4 million for the second quarter
          ended June 30, 2008, compared to $4.9 million in the second quarter
          of 2007.
     *    Net income per common share was $0.01, compared to $0.21 in the same
          quarter of 2007.  "Adjusted net income per share" excludes certain
          items in the manner described in the table provided in this release.
          On that basis, "adjusted net income per share" for the second
          quarter ended June 30, 2008 was $0.22, compared to $0.19 in the
          second quarter of 2007.
     *    Adjusted EBITDA was $48.3 million, compared to $36.1 million for the
          same period in 2007.  The increase was primarily driven by the
          impact of the North Pittsburgh acquisition.  Net cash provided from
          operating activities was $17.1 million, compared to $19.1 million
          for the same period in 2007.
     *    The total net debt to last twelve month Adjusted EBITDA coverage
          ratio was 4.6 times to one, and all coverage ratios were in
          compliance with our credit facility.


     Financial Highlights for the Six Months Ended June 30, 2008

     *    Revenues were $211.9 million, compared to $163.9 million for the
          prior year period.  Revenues excluding the impact from the North
          Pittsburgh acquisition were $163.9 million for the first six months
          of 2008.  Increases in Data and Internet revenue from DSL, IPTV and
          VOIP growth were offset by declines in Local Calling Services and
          Network Access Services.
     *    Net income was $3.9 million, compared to $10.1 million for the same
          six months of 2007.  This decrease was driven by the charges
          associated with the senior notes redemption.
     *    Net income per common share was $0.13, compared to $0.39 in the same
          period of 2007.  "Adjusted net income per share" excludes certain
          items in the manner described in the table provided in this release.
          On that basis, "adjusted net income per share" for the six months
          ended June 30, 2008 was $0.37, compared to $0.40 for the prior year
          period.
     *    Adjusted EBITDA was $97.4 million, compared to $73.3 million for the
          same period in 2007.  The increase was primarily driven by the
          impact of the North Pittsburgh acquisition.
     *    Net cash provided from operating activities was $42.2 million,
          compared to $37.1 million for the six month period in 2007.

    Financial Guidance

For 2008, the Company provides the following updated full year guidance: Capital expenditures are now expected to be in the range of $46.5 million to $48.0 million, including $2.0 million associated with integration related capital expenditures. This has been lowered from previous guidance of $46.5 million to $49.5 million. The cash interest expense continues to be in the expected range of $64.0 million to $67.0 million. Cash income taxes are expected to be in the range of $12.0 million to $15.0 million.

Dividend Payments

On August 5, 2008, the Company's board of directors declared its next quarterly dividend of $0.38738 per common share, which is payable on November 1, 2008 to stockholders of record at the close of business on October 15, 2008.

Conference Call Information

The Company will host a conference call today at 11:00 a.m. Eastern Time / 10:00 a.m. Central Time to discuss second quarter earnings and developments in the business. The call is being webcast and can be accessed from the "Investor Relations" section of the Company's website at http://www.consolidated.com. The webcast will also be archived on the Company's website. If you do not have internet access, the conference call dial-in number is 1-800-642-1783. International parties can access the call by dialing 1-706-679-5600. A telephonic replay of the conference call will also be available starting two hours after completion of the call until August 11, 2008 at midnight Eastern Time. To hear the replay, parties in the United States and Canada should call 1-800-642-1687 and international parties should call 1-706-645-9291 and enter pass code 55055634.

Use of Non-GAAP Financial Measures This press release, as well as the conference call, includes disclosures regarding "Adjusted EBITDA", "cash available to pay dividends", "total net debt to last twelve month Adjusted EBITDA coverage ratio", "adjusted net income," and "adjusted net income per share", all of which are non-GAAP financial measures. Accordingly, they should not be construed as alternatives to net cash from operating or investing activities, cash and cash equivalents, cash flows from operations, net income (loss) or net income (loss) per share as defined by GAAP and are not, on their own, necessarily indicative of cash available to fund cash needs as determined in accordance with GAAP. In addition, not all companies use identical calculations, and these non-GAAP financial measures may not be comparable to other similarly titled measures of other companies. A reconciliation of the differences between these non-GAAP financial measures and the most directly comparable financial measures presented in accordance with GAAP is included in the tables that follow.

Adjusted EBITDA is comprised of historical EBITDA, as adjusted for certain items permitted or required by the lenders under the credit facility in place at the end of each quarter in the periods presented. The tables that follow include an explanation of how Adjusted EBITDA is calculated for each of the periods presented.

EBITDA is defined as net earnings (loss) before interest expense, income taxes, depreciation and amortization on an historical basis. We believe net cash provided by operating activities is the most directly comparable financial measure to EBITDA under GAAP. EBITDA is a non-GAAP financial measure.

Cash available to pay dividends represents Adjusted EBITDA plus cash interest income less (1) cash interest expense, (2) capital expenditures, (3) cash taxes and (4) stock repurchases.

We present Adjusted EBITDA and cash available to pay dividends for several reasons. Management believes Adjusted EBITDA and cash available to pay dividends are useful as a means to evaluate our ability to fund our estimated uses of cash (including interest on our debt) and pay dividends. In addition, we have presented Adjusted EBITDA and cash available to pay dividends to investors in the past because they are frequently used by investors, securities analysts and other interested parties in the evaluation of companies in our industry, and management believes presenting them here provides a measure of consistency in our financial reporting. Adjusted EBITDA and cash available to pay dividends, referred to as Available Cash in our credit agreement, are also components of the restrictive covenants and financial ratios contained in the agreements governing our debt that require us to maintain compliance with these covenants and limit certain activities, such as our ability to incur debt and to pay dividends. The definitions in these covenants and ratios are based on Adjusted EBITDA and cash available to pay dividends after giving effect to specified charges. Other information related to these non-GAAP financial measures, specifically "total net debt to last twelve month Adjusted EBITDA coverage ratio", help put these measures in context. As a result, management believes the presentation of Adjusted EBITDA and cash available to pay dividends, as supplemented by "total net debt to last twelve months Adjusted EBITDA coverage ratio," provides important additional information to investors. In addition, Adjusted EBITDA and cash available to pay dividends provide our board of directors with meaningful information to determine, with other data, assumptions and considerations, our dividend policy and our ability to pay dividends under the restrictive covenants in the agreements governing our debt and to measure our ability to service and repay debt.

These non-GAAP financial measures have certain shortcomings. In particular, Adjusted EBITDA does not represent the residual cash flows available for discretionary expenditures, since items such as debt repayment and interest payments are not deducted from such measure. Similarly, while we may generate cash available to pay dividends, we are not required to use any such cash to pay dividends, and the payment of any dividends is subject to declaration by our board of directors, compliance with applicable law and the terms of our credit agreement.

Because Adjusted EBITDA is a component of the Dividend Payout Ratio and the ratio of total net debt to last twelve month Adjusted EBITDA, these measures are also subject to the material limitations discussed above. In addition, the ratio of total net debt to last twelve month Adjusted EBITDA is subject to the risk that we may not be able to use the cash on the balance sheet to reduce our debt on a dollar-for-dollar basis. Management believes these ratios are useful as a means to evaluate our ability to incur additional indebtedness in the future and, together with adjusted net income and adjusted net income per share, assist investors, securities analysts and other interested parties in evaluating both our company over time and the relative performance of the companies in our industry.

About Consolidated

Consolidated Communications Holdings, Inc. is an established rural local exchange company providing voice, data and video services to residential and business customers in Illinois, Texas and Pennsylvania. Each of the operating companies has been operating in its local market for over 100 years. With approximately 276,793 ILEC access lines, 73,713 Competitive Local Exchange Carrier (CLEC) access line equivalents, 86,575 DSL subscribers, and 14,112 IPTV subscribers, Consolidated Communications offers a wide range of telecommunications services, including local and long distance service, custom calling features, private line services, high-speed Internet access, digital TV, carrier access services, and directory publishing. Consolidated Communications is the 13th largest local telephone company in the United States.

Safe Harbor

Any statements contained in this press release other than statements of historical fact, including statements about management's beliefs and expectations, are forward-looking statements and should be evaluated as such. These statements are made on the basis of management's views and assumptions regarding future events and business performance. Words such as "estimate," "believe," "anticipate," "expect," "intend," "plan," "target," "project," "should," "may," "will" and similar expressions are intended to identify forward-looking statements. Forward-looking statements (including oral representations) involve risks and uncertainties that may cause actual results to differ materially from any future results, performance or achievements expressed or implied by such statements. These risks and uncertainties include our ability to successfully integrate North Pittsburgh's operations and realize the synergies from the acquisition, as well as a number of other factors related to our business, including various risks to shareholders of not receiving dividends and risks to Consolidated's ability to pursue growth opportunities if Consolidated continues to pay dividends according to the current dividend policy; various risks to the price and volatility of Consolidated's common stock; the substantial amount of debt and Consolidated's ability to incur additional debt in the future; Consolidated's need for a significant amount of cash to service and repay the debt and to pay dividends on the common stock; restrictions contained in the debt agreements that limit the discretion of management in operating the business; the ability to refinance the existing debt as necessary; regulatory changes, rapid development and introduction of new technologies and intense competition in the telecommunications industry; risks associated with Consolidated's possible pursuit of acquisitions; economic conditions in the Consolidated service areas in Illinois, Texas and Pennsylvania; system failures; losses of large customers or government contracts; risks associated with the rights-of-way for the network; disruptions in the relationship with third party vendors; losses of key management personnel and the inability to attract and retain highly qualified management and personnel in the future; changes in the extensive governmental legislation and regulations governing telecommunications providers and the provision of telecommunications services; telecommunications carriers disputing and/or avoiding their obligations to pay network access charges for use of Consolidated's network; high costs of regulatory compliance; the competitive impact of legislation and regulatory changes in the telecommunications industry; and liability and compliance costs regarding environmental regulations. These and other risks and uncertainties are discussed in more detail in Consolidated's filings with the Securities and Exchange Commission, including our reports on Form 10-K and Form 10-Q. Many of these risks are beyond management's ability to control or predict. All forward-looking statements attributable to Consolidated or persons acting on behalf of us are expressly qualified in their entirety by the cautionary statements and risk factors contained in this press release and Consolidated's filings with the Securities and Exchange Commission. Because of these risks, uncertainties and assumptions, you should not place undue reliance on these forward-looking statements. Furthermore, forward-looking statements speak only as of the date they are made. Except as required under the federal securities laws or the rules and regulations of the Securities and Exchange Commission, Consolidated does not undertake any obligation to update or review any forward-looking information, whether as a result of new information, future events or otherwise.

                              - Tables Follow -



                         Consolidated Communications
                    Condensed Consolidated Balance Sheets
                            (Dollars in thousands)
                                 (Unaudited)

                                                     June 30,     December 31,
                                                       2008          2007
    ASSETS
    Current assets:
      Cash and cash equivalents                      $10,433        $34,341
      Accounts receivable, net                        44,777         44,001
      Prepaid expenses and other current assets       24,968         21,273
    Total current assets                              80,178         99,615

    Property, plant and equipment, net               403,780        411,647
    Intangibles and other assets                     779,883        793,329
    Total assets                                  $1,263,841     $1,304,591

    LIABILITIES AND STOCKHOLDERS' EQUITY
    Current liabilities:
      Current portion of capital lease obligation     $1,048         $1,010
      Accounts payable                                12,798         17,386
      Accrued expenses and other current liabilities  59,015         66,547
    Total current liabilities                         72,861         84,943

    Capital lease obligation less current portion      1,102          1,636
    Long-term debt                                   880,000        890,000
    Other long-term liabilities                      167,979        168,324
    Total liabilities                              1,121,942      1,144,903

    Minority interests                                 4,727          4,322
    Stockholders' equity:
      Common stock, $0.01 par value                      295            294
      Paid in capital                                279,026        278,175
      Accumulated deficit                           (136,455)      (117,452)
      Accumulated other comprehensive income (loss)   (5,694)        (5,651)
    Total stockholders' equity                       137,172        155,366
    Total liabilities and stockholders' equity    $1,263,841     $1,304,591



                         Consolidated Communications
               Condensed Consolidated Statements of Operations
               (Dollars in thousands, except per share amounts)
                                 (Unaudited)

                              Three Months Ended           Six Months Ended
                                   June 30,                     June 30,
                              2008          2007           2008         2007

    Revenues               $106,444       $80,944        $211,858    $163,924
    Operating expenses:
      Cost of services and
       products              36,108        25,788          69,971      51,417
      Selling, general and
       administrative
       expenses              26,911        22,296          55,055      44,595
      Depreciation and
       amortization          22,350        16,606          45,221      33,235
    Income from operations   21,075        16,254          41,611      34,677
    Other income (expense):
      Interest expense,
       net                  (15,984)      (11,461)        (34,038)    (22,861)
      Loss on
       extinguishment
       of debt               (9,224)            -          (9,224)          -
      Other income, net       4,583         1,757           8,688       3,040
    Income before income taxes  450         6,550           7,037      14,856
    Income tax expense          270         1,057           3,148       4,744

    Net income                 $180        $5,493          $3,889     $10,112

    Diluted net income per
     common share             $0.01         $0.21           $0.13       $0.39



                         Consolidated Communications
               Condensed Consolidated Statements of Cash Flows
                            (Dollars in thousands)
                                 (Unaudited)

                                Three Months Ended         Six Months Ended
                                    June 30,                    June 30,
                               2008         2007            2008        2007
    OPERATING ACTIVITIES
    Net income                 $180        $5,493          $3,889     $10,112
    Adjustments to reconcile
     net income to cash provided
     by operating activities:
      Depreciation and
       amortization          22,350        16,606          45,221      33,235
      Non-cash stock
       compensation             476           972             860       1,706
      Loss on redemption of
       senior notes           9,224             -           9,224           -
      Other adjustments,
       net                   (1,510)        3,619          (4,344)      4,037
    Changes in operating
     assets and liabilities,
     net                    (13,573)       (7,552)        (12,670)    (11,981)
        Net cash provided
         by operating
         activities          17,147        19,138          42,180      37,109
    INVESTING ACTIVITIES
      Securities purchased        -       (10,625)              -     (10,625)
      Capital expenditures  (13,001)       (8,486)        (26,286)    (16,673)
        Net cash used for
         investing
         activities         (13,001)      (19,111)        (26,286)    (27,298)
    FINANCING ACTIVITIES
      Proceeds from
       issuance of stock          -             -               -          12
      Proceeds from issuance
       of long-term
       obligations          120,000             -         120,000           -
      Payments made on
       long-term
       obligations         (136,587)            -        (136,833)          -
      Payment of deferred
       financing costs          (59)            -            (240)       (320)
      Purchase and retirement
       of common stock            -             -              (8)          -
      Dividends on common
       stock                (11,362)      (10,048)        (22,721)    (20,093)
        Net cash used in
         financing
         activities         (28,008)      (10,048)        (39,802)    (20,401)
    Net decrease in cash
     and cash equivalents   (23,862)      (10,021)        (23,908)    (10,590)
    Cash and cash
     equivalents at
     beginning of period     34,295        26,103          34,341      26,672
    Cash and cash
     equivalents at end
     of period              $10,433       $16,082         $10,433     $16,082



                         Consolidated Communications
                       Consolidated Revenue by Category
                            (Dollars in thousands)
                                 (Unaudited)

                             Three Months Ended            Six Months Ended
                                   June 30,                     June 30,
                              2008          2007           2008         2007
    Telephone Operations
      Local calling
       services             $26,533       $20,940        $53,483      $42,252
      Network access
       services              24,648        17,481         49,106       35,799
      Subsidies              13,395        11,100         27,194       22,697
      Long distance services  6,202         3,575         12,453        7,211
      Data and Internet
       services              15,209         9,103         29,610       17,734
      Other services          9,650         8,807         18,764       17,821
    Total Telephone
     Operations              95,637        71,006        190,610      143,514
    Other Operations         10,807         9,938         21,248       20,410
    Total operating
     revenues              $106,444       $80,944       $211,858     $163,924



                         Consolidated Communications
                   Schedule of Adjusted EBITDA Calculation
                            (Dollars in thousands)
                                 (Unaudited)

                             Three Months Ended           Six Months Ended
                                   June 30,                    June 30,
                              2008          2007           2008         2007
    Historical EBITDA:
    Net cash provided by
     operating activities   $17,147       $19,138        $42,180      $37,109
    Adjustments:
      Compensation from
       restricted share plan   (476)         (972)          (860)      (1,706)
      Loss on redemption of
       senior notes          (9,224)            -         (9,224)           -
      Other adjustments,
       net                    1,510        (3,619)         4,344       (4,037)
    Changes in operating
     assets and liabilities  13,573         7,552         12,670       11,981
    Interest expense, net    15,984        11,461         34,038       22,861
    Income taxes                270         1,057          3,148        4,744
    Historical EBITDA (1)    38,784        34,617         86,296       70,952

    Adjustments to EBITDA (2):
      Integration and
       restructuring (3)      1,021           301          2,103          473
      Other, net (4)         (4,716)       (1,575)        (9,093)      (3,030)
      Investment
       distributions (5)      3,466         1,758          8,056        3,153
      Non-cash
       compensation (6)         476           972            860        1,706
      Loss on redemption of
       senior notes (7)       9,224             -          9,224            -

    Adjusted EBITDA         $48,255       $36,073        $97,446       $73,254

     Footnotes for Adjusted EBITDA:

    (1)  Historical EBITDA is defined as net earnings (loss) before interest
         expense, income taxes, depreciation and amortization on a historical
         basis.
    (2)  These adjustments reflect those required or permitted by the lenders
         under the credit facility in place at the end of each of the quarters
         included in the periods presented.
    (3)  Represents certain expenses associated with integrating and
         restructuring the Texas, Illinois and Pennsylvania businesses. For
         the second quarter of 2008, this is comprised of $0.9 million of
         integration costs and $0.1 million of severance costs.  For the
         second quarter of 2007, this is comprised of $0.2 million of
         integration costs and $0.1 million of severance costs.
    (4)  Other, net includes the equity earnings from our investments,
         dividend income and certain other miscellaneous non-operating items.
    (5)  For purposes of calculating adjusted EBITDA, we include all cash
         dividends and other cash distributions received from our investments.
    (6)  Represents compensation expenses in connection with our Restricted
         Share Plan, which because of the non-cash nature of the expenses are
         being excluded from adjusted EBITDA.
    (7)  This includes approximately $6.3 million as a call premium and
         $2.9 million in write offs of deferred financing costs incurred with
         the redemption of the 9.75% senior notes on April 1, 2008.



                         Consolidated Communications
                       Cash Available to Pay Dividends
                            (Dollars in thousands)
                                 (Unaudited)

                                                   Three Months    Six Months
                                                      Ended          Ended
                                                     June 30,       June 30,
                                                       2008           2008

    Adjusted EBITDA                                  $48,255        $97,446

     - Cash interest expense                         (15,718)       (33,520)
     - Capital Expenditures                          (13,001)       (26,286)
     - Cash income taxes                              (3,000)        (5,585)
     + Cash interest income                               64            288

    Cash available to pay dividends                  $16,600        $32,343

    Quarterly Dividend                               $11,362        $22,721
    Payout Ratio                                        68.4%          70.3%



                 Total Net Debt to LTM Adjusted EBITDA Ratio
                            (Dollars in thousands)
                                 (Unaudited)


    Summary of Outstanding Debt
    Term loan                                       $880,000
    Capital leases                                     2,150
    Total debt as of June 30, 2008                  $882,150
    Less cash on hand                                (10,433)
    Total net debt as of June 30, 2008              $871,717

    Adjusted EBITDA for the last twelve
     months ended June 30, 2008 (1)                 $189,546

    Total Net Debt to last twelve months
      Adjusted EBITDA                                    4.6 x

    (1)  Per the new credit facility adjusted EBITDA has been agreed upon for
         the third quarter of 2007 at $43,800 and reflects a combined pro
         forma number for the fourth quarter 2007. Adjusted EBITDA for the
         fourth quarter 2007 is the sum of  $11,264 for the Pennsylvania
         operations and $37,036 for the Illinois and Texas operations.
         Adjusted EBITDA reflects actual results for the first six months of
         2008.



                         Consolidated Communications
             Adjusted Diluted Net Income and Net Income Per Share
                            (Dollars in thousands)
                                 (Unaudited)

                              Three Months Ended           Six Months Ended
                             June 30,     June 30,       June 30,     June 30,
                               2008         2007           2008         2007
    Reported net income
     applicable to common
     stockholders              $180        $5,493         $3,889      $10,112
    Deferred tax adjustment       -        (1,731)             -       (1,731)
    Bond Redemption charge,
     net of tax               5,193             -          5,087            -
    Severance, net of tax        57            60            187           63
    Billing integration, net
     of tax                       -           111              -          202
    Integration and
     restructuring charges,
     net of tax                 517             -            996            -
    Non-cash compensation       476           972            860        1,706
    Adjusted income
     applicable to common
     stockholders            $6,423        $4,905        $11,019      $10,352

    Weighted average
     number of shares
     outstanding         29,529,290    26,130,618     29,514,570   26,080,203
    Adjusted diluted
     net income per share     $0.22         $0.19          $0.37        $0.40

Calculations above assume a 43.7 percent and 43.0 percent effective tax rate for the three months ended June 30, 2008 and 2007, respectively, and 44.9 percent and 44.0 percent effective tax rate for the six months ended June 30, 2008 and 2007, respectively.


                         Consolidated Communications
                           Key Operating Statistics

                                    June 30,        March 31,    June 30, (5)
                                      2008            2008          2007
    Local access lines in service
      Residential                   174,641          179,864       190,187
      Business                      102,152          102,777       103,346
      Total local access lines      276,793          282,641       293,533

    Total IPTV subscribers           14,112           13,026         9,577
    ILEC DSL subscribers (1)         86,575           84,313        72,360
    ILEC Broadband Connections      100,687           97,339        81,937
    ILEC VOIP subscribers (2)         4,088            2,938         1,822
    CLEC Access Line Equivalents (3) 73,713           72,827        67,295

    Total connections               455,281          455,745       444,587

    Long distance lines (4)         167,767          167,360       166,506
    Dial-up subscribers               5,687            6,042        11,189

    IPTV Homes passed               129,872          107,631       107,631

    (1) Includes only ILEC DSL.  CLEC DSL is included in CLEC access line
        equivalents.
    (2) VOIP subscribers are now included in total connections for all periods
        presented.
    (3) CLEC access line equivalents represent a combination of voice services
        and data circuits.  The calculations represent a conversion of data
        circuits to an access line basis.  Equivalents are calculated by
        converting data circuits (basic rate interface (BRI), primary rate
        interface (PRI), DSL, DS-1, DS-3, and Ethernet) and SONET-based
        (optical) services (OC-3 and OC-48) to the equivalent of an access
        line.
    (4) Reflects the inclusion of long distance service provided as part of
        the VOIP offering while excluding CLEC long distance subscribers.
        North Pittsburgh included company and toll-free long distance lines in
        their counts.  In order to be consistent with our IL and TX
        operations, we are excluding these from the lines and have reflected
        this in all above periods.
    (5) Presented on a pro forma basis to include the aggregate operating
        statistics of IL, TX and PA as of June 30, 2007, as if the acquisition
        of North Pittsburgh had occurred prior to that date.

SOURCE
Consolidated Communications Holdings, Inc.

CONTACT:
Matt Smith, Director - Investor Relations of Consolidated Communications Holdings, Inc., +1-217-258-9522, investor.relations@consolidated.com; or Investor Relations, Kirsten Chapman of Lippert | Heilshorn & Associates, +1-415-433-3777, kchapman@lhai.com, for Consolidated Communications Holdings, Inc.