New York, November 13, 2012 -- Moody's Investors Service (Moody's) assigned a Ba3 rating to the proposed $515 million senior secured term loan B for Consolidated Communications Inc. (Consolidated). All other ratings including the B1 Corporate Family Rating (CFR) remain unchanged. The use of proceeds is expected to refinance the $467 million term loan that matures in December 2014, repay $35 million drawn under its $50 million revolver, and fees and expenses for the transaction. The transaction will extend its term loan maturity from December 2014 to 2018 and increase revolver availability that was drawn to close the SureWest acquisition. Interest expenses are expected to rise as the rate on the new term loan is anticipated to be higher than the L+250 spread on the existing term loan B.

A summary of the company's rating actions are listed below:

Issuer: Consolidated Communications, Inc.

..New $515 million Sr. Secured Term Loan B-3 due 12/31/18, Assigned Ba3 (LGD3, 34%)

..Corporate Family Rating, B1 Unchanged

..Probability of Default Rating, B1 Unchanged

$50 million Sr. Secured Revolving Credit Facility due 6/8/16, Ba3 Unchanged (LGD3, 34% -increased from 32%)

...$467 million Sr. Secured Term Loan B due 12/31/14, Ba3 (LGD3, 34% -increased from 32%) expected to be withdrawn upon completion

...$406 million Sr. Secured Term Loan B-2 due 12/31/17, Ba3 Unchanged (LGD3, 34% -increased from 32%)

...$300 million Sr. Unsecured Notes due 6/1/20, B3 Unchanged (LGD5, 87% -increased from 86%)

..Outlook, Stable RATING RATIONALE Consolidated's B1 CFR reflects continued access line losses from its high margin legacy telecommunications segment, intense competition from cable, wireline, and wireless operators, and its aggressive financial policy of paying out free cash flow as dividends. Also incorporated into the rating is the high leverage of 4.7x (pro-forma for the SureWest acquisition and including Moody's standard adjustments) as of Q3 2012 and expectations that it will not improve in the near term as its high dividend payment policy limits free cash flow available for future debt repayment. The decline in its legacy access lines will necessitate a continued focus on cost savings in order to maintain EBITDA margins. Consolidated will continue to be susceptible to changes in USF payments that could impact earnings given the high margins of this revenue stream. Revenues may also suffer modestly from the potential loss of the Illinois Department of Corrections contract.

The rating is supported by EBITDA margins in the mid 40% range (including dividends received from its wireless investments) and good cash flow (prior to dividend payments and capex spend). Following the SureWest acquisition, the company benefits from diversified operations in five different regions, improved scale, cost saving opportunities, and increased exposure to broadband services as well as an advanced fiber network that have more stable revenue prospects. Enhanced VOIP, IPTV, and broadband services also offer the potential to sell double or triple play packages that could reduce churn rates and diversify its revenue stream away from traditional access lines. However, these services have lower margins and subject the company to potentially higher TV programming expenses compared to larger competitors, and expose Consolidated to potential new internet based TV offerings.

We continue to characterize Consolidated's liquidity as good, as reflected by its SGL-2 speculative grade liquidity rating. Meaningful internal liquidity sources (pre-dividend and capex), a $50 million revolver that is expected to be undrawn pro-forma for the transaction, and the absence of near term maturities support the company's liquidity profile. Higher interest expenses from the anticipated refinancing of the Term Loan B will be partially offset by the maturity of some interest rate swaps in Q4 2012 and Q1 2013. However, higher capex spend of approximately $110 to 115 million following the SureWest acquisition is expected to weaken free cash flow levels as is the high dividend payout ratio which is anticipated to lead to minimal debt repayment in the near term. While we anticipate capex levels will decline slightly over time, it will remain well above historical levels of $42 million in 2010 and $43 million in 2011 prior to the SureWest transaction. The dividend payment amount increased from $46 million annually to $62 million due to the increase in the number of shares following the SureWest acquisition that was partially funded with equity.

The company is subject to a restricted payment test that prevents dividends if leverage exceeds 5.1x and is also subject to a total net leverage test of 5.25x and an interest coverage test of 2.25x for the life of the loan. We expect the company to remain well within its compliance requirements over the next 12 to 18 months. As of Q3 2012, the covenant calculated total net leverage ratios was 4.27x and the interest coverage ratios was 4.37x. The company also is expected to have the ability to issue $300 million of incremental term loans that could be used for future acquisitions.

Moody's rates the first lien bank debt Ba3, one notch higher that the Corporate Family Rating. The first lien facility consists of a $50 million revolving credit facility due June 2016 and a $921 million term loan (which includes the proposed $515 million term loan B-3 due December 2018 and a $406 million term loan B-2 due December 2017). First lien lenders benefit from a pledge of stock and security in assets of all subsidiaries, with the exception of the regulated subsidiary that holds the ILEC assets of Consolidated in Illinois. However, lenders do have a pledge of the stock of the excluded subsidiary. The $300 million 10.875% senior note is rated B3 given its subordinated position in the capital structure with material amounts of senior secured debt ahead of the notes.

The stable outlook incorporates expectations for relatively flat to slightly negative revenues, continued modestly positive free cash flow (after dividends and capex), a stable leverage profile, and EBITDA margins above 40%.

Upward rating pressure could ensue if there was a deleveraging transaction followed by a greater commitment to debt reduction and a stabilization in revenue that reduced leverage below 3.25x (including Moody's standard adjustments) on a sustained basis.

An acceleration in revenue decline or EBITDA margins prompted by increased pressure on its core business line or a leveraging transaction that increased leverage above 5.25x (including Moody's standard adjustments) would put downward pressure on the ratings.

The principal methodology used in rating Consolidated Communications Inc. was the Global Telecommunications Industry Methodology published in December 2010 and Moody's Loss Given Default Industry Methodology published in June 2009. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Please see the Credit Policy page on www.moodys.com for a copy of these methodologies.

Consolidated Communications Holdings, Inc. provides communications services, including local and long distance telephone, high-speed Internet access and television, to residential and business customers in Illinois, Texas and Pennsylvania. The SureWest Communications acquisition which closed in July 2012 expands its operations to markets in the Kansas City and Sacramento region. The company maintains headquarters in Mattoon, IL, and its LTM revenue is approximately $437 million as of 9/30/12.

REGULATORY DISCLOSURES

The Global Scale Credit Ratings on this press release that are issued by one of Moody's affiliates outside the EU are endorsed by Moody's Investors Service Ltd., One Canada Square, Canary Wharf, London E 14 5FA, UK, in accordance with Art.4 paragraph 3 of the Regulation (EC) No 1060/2009 on Credit Rating Agencies. Further information on the EU endorsement status and on the Moody's office that has issued a particular Credit Rating is available on www.moodys.com.

For ratings issued on a program, series or category/class of debt, this announcement provides relevant regulatory disclosures in relation to each rating of a subsequently issued bond or note of the same series or category/class of debt or pursuant to a program for which the ratings are derived exclusively from existing ratings in accordance with Moody's rating practices. For ratings issued on a support provider, this announcement provides relevant regulatory disclosures in relation to the rating action on the support provider and in relation to each particular rating action for securities that derive their credit ratings from the support provider's credit rating. For provisional ratings, this announcement provides relevant regulatory disclosures in relation to the provisional rating assigned, and in relation to a definitive rating that may be assigned subsequent to the final issuance of the debt, in each case where the transaction structure and terms have not changed prior to the assignment of the definitive rating in a manner that would have affected the rating. For further information please see the ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.

Information sources used to prepare the rating are the following : parties involved in the ratings, parties not involved in the ratings, public information, and confidential and proprietary Moody's Investors Service information.

Moody's considers the quality of information available on the rated entity, obligation or credit satisfactory for the purposes of issuing a rating.

Moody's adopts all necessary measures so that the information it uses in assigning a rating is of sufficient quality and from sources Moody's considers to be reliable including, when appropriate, independent third-party sources. However, Moody's is not an auditor and cannot in every instance independently verify or validate information received in the rating process.

Please see the ratings disclosure page on www.moodys.com for general disclosure on potential conflicts of interests.

Please see the ratings disclosure page on www.moodys.com for information on (A) MCO's major shareholders (above 5%) and for (B) further information regarding certain affiliations that may exist between directors of MCO and rated entities as well as (C) the names of entities that hold ratings from MIS that have also publicly reported to the SEC an ownership interest in MCO of more than 5%. A member of the board of directors of this rated entity may also be a member of the board of directors of a shareholder of Moody's Corporation; however, Moody's has not independently verified this matter.

Please see Moody's Rating Symbols and Definitions on the Rating Process page on www.moodys.com for further information on the meaning of each rating category and the definition of default and recovery.

Please see ratings tab on the issuer/entity page on www.moodys.com for the last rating action and the rating history.

The date on which some ratings were first released goes back to a time before Moody's ratings were fully digitized and accurate data may not be available. Consequently, Moody's provides a date that it believes is the most reliable and accurate based on the information that is available to it. Please see the ratings disclosure page on our website www.moodys.com for further information.

Please see www.moodys.com for any updates on changes to the lead rating analyst and to the Moody's legal entity that has issued the rating.

Scott Van den Bosch Vice President - Senior Analyst Corporate Finance Group Moody'sInvestors Service, Inc.250 Greenwich StreetNew York, NY 10007 U.S.A. JOURNALISTS: 212-553-0376 SUBSCRIBERS: 212-553-1653John Diaz MD - Corporate Finance Corporate Finance Group JOURNALISTS: 212-553-0376 SUBSCRIBERS: 212-553-1653 Releasing Office: Moody's Investors Service, Inc.250 Greenwich StreetNew York, NY 10007 U.S.A. JOURNALISTS: 212-553-0376 SUBSCRIBERS: 212-553-1653(C) 2012 Moody's Investors Service, Inc. and/or its licensors and affiliates (collectively, "MOODY'S"). All rights reserved.

CREDIT RATINGS ISSUED BY MOODY'S INVESTORS SERVICE, INC. ("MIS") AND ITS AFFILIATES ARE MOODY'S CURRENT OPINIONS OF THE RELATIVE FUTURE CREDIT RISK OF ENTITIES, CREDIT COMMITMENTS, OR DEBT OR DEBT-LIKE SECURITIES, AND CREDIT RATINGS AND RESEARCH PUBLICATIONS PUBLISHED BY MOODY'S ("MOODY'S PUBLICATIONS") MAY INCLUDE MOODY'S CURRENT OPINIONS OF THE RELATIVE FUTURE CREDIT RISK OF ENTITIES, CREDIT COMMITMENTS, OR DEBT OR DEBT-LIKE SECURITIES. MOODY'S DEFINES CREDIT RISK AS THE RISK THAT AN ENTITY MAY NOT MEET ITS CONTRACTUAL, FINANCIAL OBLIGATIONS AS THEY COME DUE AND ANY ESTIMATED FINANCIAL LOSS IN THE EVENT OF DEFAULT. CREDIT RATINGS DO NOT ADDRESS ANY OTHER RISK, INCLUDING BUT NOT LIMITED TO: LIQUIDITY RISK, MARKET VALUE RISK, OR PRICE VOLATILITY. CREDIT RATINGS AND MOODY'S OPINIONS INCLUDED IN MOODY'S PUBLICATIONS ARE NOT STATEMENTS OF CURRENT OR HISTORICAL FACT. CREDIT RATINGS AND MOODY'S PUBLICATIONS DO NOT CONSTITUTE OR PROVIDE INVESTMENT OR FINANCIAL ADVICE, AND CREDIT RATINGS AND MOODY'S PUBLICATIONS ARE NOT AND DO NOT PROVIDE RECOMMENDATIONS TO PURCHASE, SELL, OR HOLD PARTICULAR SECURITIES. NEITHER CREDIT RATINGS NOR MOODY'S PUBLICATIONS COMMENT ON THE SUITABILITY OF AN INVESTMENT FOR ANY PARTICULAR INVESTOR. MOODY'S ISSUES ITS CREDIT RATINGS AND PUBLISHES MOODY'S PUBLICATIONS WITH THE EXPECTATION AND UNDERSTANDING THAT EACH INVESTOR WILL MAKE ITS OWN STUDY AND EVALUATION OF EACH SECURITY THAT IS UNDER CONSIDERATION FOR PURCHASE, HOLDING, OR SALE.

ALL INFORMATION CONTAINED HEREIN IS PROTECTED BY LAW, INCLUDING BUT NOT LIMITED TO, COPYRIGHT LAW, AND NONE OF SUCH INFORMATION MAY BE COPIED OR OTHERWISE REPRODUCED, REPACKAGED, FURTHER TRANSMITTED, TRANSFERRED,DISSEMINATED, REDISTRIBUTED OR RESOLD, OR STORED FOR SUBSEQUENT USE FOR ANY SUCH PURPOSE, IN WHOLE OR IN PART, IN ANY FORM OR MANNER OR BY ANY MEANS WHATSOEVER, BY ANY PERSON WITHOUT MOODY'S PRIOR WRITTEN CONSENT.

All information contained herein is obtained by MOODY'S from sources believed by it to be accurate and reliable. Because of the possibility of human or mechanical error as well as other factors, however, all information contained herein is provided "AS IS" without warranty of any kind. MOODY'S adopts all necessary measures so that the information it uses in assigning a credit rating is of sufficient quality and from sources MOODY'S considers to be reliable including, when appropriate, independent third-party sources. However, MOODY'S is not an auditor and cannot in every instance independently verify or validate information received in the rating process. Under no circumstances shall MOODY'S have any liability to any person or entity for (a) any loss or damage in whole or in part caused by, resulting from, or relating to, any error negligent or otherwise or other circumstance or contingency within or outside the control of MOODY'S or any of its directors, officers, employees or agents in connection with the procurement, collection, compilation, analysis, interpretation, communication, publication or delivery of any such information, or (b) any direct, indirect, special, consequential, compensatory or incidental damages whatsoever (including without limitation, lost profits), even if MOODY'S is advised in advance of the possibility of such damages, resulting from the use of or inability to use, any such information. The ratings, financial reporting analysis, projections, and other observations, if any, constituting part of the information contained herein are, and must be construed solely as, statements of opinion and not statements of fact or recommendations to purchase, sell or hold any securities. Each user of the information contained herein must make its own study and evaluation of each security it may consider purchasing, holding or selling.

NO WARRANTY, EXPRESS OR IMPLIED, AS TO THE ACCURACY, TIMELINESS, COMPLETENESS, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF ANY SUCH RATING OR OTHER OPINION OR INFORMATION IS GIVEN OR MADE BY MOODY'S IN ANY FORM OR MANNER WHATSOEVER.

MIS, a wholly-owned credit rating agency subsidiary of Moody's Corporation ("MCO"), hereby discloses that most issuers of debt securities (including corporate and municipal bonds, debentures, notes and commercial paper) and preferred stock rated by MIS have, prior to assignment of any rating, agreed to pay to MIS for appraisal and rating services rendered by it fees ranging from $1,500 to approximately $2,500,000. MCO and MIS also maintain policies and procedures to address the independence of MIS's ratings and rating processes. Information regarding certain affiliations that may exist between directors of MCO and rated entities, and between entities who hold ratings from MIS and have also publicly reported to the SEC an ownership interest in MCO of more than 5%, is posted annually at www.moodys.com under the heading "Shareholder Relations -- Corporate Governance -- Director and Shareholder Affiliation Policy."

Any publication into Australia of this document is by MOODY'S affiliate, Moody's Investors Service Pty Limited ABN 61 003 399 657, which holds Australian Financial Services License no. 336969. This document is intended to be provided only to "wholesale clients" within the meaning of section 761G of the Corporations Act 2001. By continuing to access this document from within Australia, you represent to MOODY'S that you are, or are accessing the document as a representative of, a "wholesale client" and that neither you nor the entity you represent will directly or indirectly disseminate this document or its contents to "retail clients" within the meaning of section 761G of the Corporations Act 2001.

Notwithstanding the foregoing, credit ratings assigned on and after October 1, 2010 by Moody's Japan K.K. ("MJKK") are MJKK's current opinions of the relative future credit risk of entities, credit commitments, or debt or debt-like securities. In such a case, "MIS" in the foregoing statements shall be deemed to be replaced with "MJKK". MJKK is a wholly-owned credit rating agency subsidiary of Moody's Group Japan G.K., which is wholly owned by Moody's Overseas Holdings Inc., a wholly-owned subsidiary of MCO.

This credit rating is an opinion as to the creditworthiness or a debt obligation of the issuer, not on the equity securities of the issuer or any form of security that is available to retail investors. It would be dangerous for retail investors to make any investment decision based on this credit rating. If in doubt you should contact your financial or other professional adviser.