ELECTRIC LIGHTWAVE INC
8-K, 1999-05-04
TELEGRAPH & OTHER MESSAGE COMMUNICATIONS
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                       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:
                                   May 3, 1999
                                 --------------
                        (Date of earliest event reported)


                            Electric Lightwave, Inc.
                -------------------------------------------------
               (Exact name of Registrant as specified in charter)

<TABLE>
<CAPTION>
<S>                            <C>                           <C>

         Delaware                     0-23393                     93-1035711
- ----------------------------   ------------------------      -------------------
(State or other jurisdiction   (Commission File Number)         (IRS Employer
     of incorporation)                                       Identification No.)

              4400 NE 77th Avenue, Vancouver, WA                  98662
- ------------------------------------------------------          --------
           (Address of principal executive offices)            (Zip Code)


                                  (360)816-3000
                                 ---------------
              (Registrant's telephone number, including area code)

                           No change since last report
                           ---------------------------
             (Former name or address, if changed since last report)
</TABLE>





<PAGE>

Item 5.  Other Events.
________________________________________________________________________________


This report is being filed to make  available the following  press release dated
May 3, 1999.


________________________________________________________________________________

                                  NEWS RELEASE

Contacts:
Investors and analysts:                     Media:
Fletcher Chamberlin                         Jack Hardy
(360) 816-3996                              (360) 816-3602
[email protected]                 [email protected]

              ELECTRIC LIGHTWAVE REPORTS RAPID FIRST QUARTER GROWTH

*  Revenue increases  21% from 1998 fourth  quarter, 91% from 1998 first quarter
*  Data revenues up 57% from 1998 fourth quarter levels
*  Local access lines increase 140% from prior year, 32% from prior quarter

Vancouver, WA - May 3, 1999 - Electric Lightwave, Inc. (NASDAQ:ELIX),  a leading
facilities-based  integrated  communications provider, today announced continued
strong sequential revenue growth for the first quarter ended March 31, 1999.

Revenues for the latest  quarter were $38.2  million,  or 91% above  revenues of
$20.1  million  in the first  quarter  of 1998 and 21% above  normalized  fourth
quarter  1998  revenues of $31.5  million  (excluding  one-time  revenue of $2.2
million in the fourth  quarter of 1998).  The  company's  loss before  interest,
taxes,  depreciation and amortization  (EBITDA loss),  excluding operating lease
expense,  was $21.3 million in the first  quarter this year,  compared with $8.5
million in the first quarter a year ago and $17.7 million in the fourth  quarter
of 1998.  The net loss in the 1999 first  quarter was $35.0 million or $0.70 per
share, compared with a net loss of $14.8 million or $0.30 per share in the prior
year's first quarter.

"Our  sequential  revenue  growth  continued  to be  very  strong  in the  first
quarter," said Dave Sharkey,  president of Electric Lightwave. "We are executing
on our strategy to become the leading  competitive  provider in the west to both
wholesale  and  retail  customers,  with a national  reach in data and  Internet
services.  Our  plan is to  drive  growth  by  aggressively  pursuing  both  the
expanding data and Internet  markets and the local  telephone  business where we
have  extensive  networks.  Data  Services  revenue  was up 57% from the  fourth
quarter of 1998,  and Local  Telephone  Service  revenue,  excluding  reciprocal
compensation revenue, was up 27% from the fourth quarter."

Commenting on the company's operating  progress,  Sharkey noted, "In the quarter
we  provisioned  more than double the number of local access lines compared with
the most  recent  quarter,  as we saw  additional  productivity  gains  from our
scaleable,  integrated  back-office system. We have rolled out our data services
to six new cities since the beginning of 1999, and we added 12 Internet routers,
7 ATM switches and 6 frame relay switches to our  nationwide  network during the
quarter. We also expanded our fiber network through a major fiber swap agreement
with IXC Corporation.  Our sales force expansion continued,  with an increase to
176  people by the end of  March.  The  company's  momentum  in the  marketplace
continues  to  build  and we  are  optimistic  about  continued  revenue  growth
throughout 1999."

Access line equivalents at the end of the first quarter were 99,006, an increase
of 24,082 lines during the first quarter.  The quarter-end total is 32% over the
end of the 1998 fourth  quarter and 140% above the total for the end of the 1998
first quarter.  The company continued its high asset utilization with 99% of its
access  line  equivalents   on-switch  and  approximately   14,144  access  line
equivalents  per voice  switch.  At the end of the first  quarter,  it had 3.975
gigabits per second of Internet capacity in its network, an increase of 28% over
the total at the end of 1998. The company had also sold 3.12 gigabits per second
of frame relay and  asynchronous  transfer mode (ATM) capacity by the end of the
quarter,  an  increase  of 25% from the end of 1998.  Data and  Internet-related
revenue  continued  to make up over 50% of the  Company's  revenue in the latest
quarter,  including  significant  portions  of its Local  Telephone  and Network
Services as well as its Data Services.

"We continue to record  double-digit  sequential  revenue growth, and we plan to
continue that trend in the year ahead," concluded Sharkey. "We entered 1999 with
a plan to accelerate  our revenue  growth over last year's 65% rate,  and we are
currently ahead of our revenue plan. Our  provisioning  capability  continues to
improve and our sales force is increasingly  productive.  We are well-positioned
to take advantage of the opportunities in our markets."

Electric  Lightwave,  Inc. is a leading  integrated  communications  provider of
enhanced  data  services,  frame  relay,  ATM and Internet  access  solutions to
bandwidth  intensive  businesses and the growing  e-commerce market. The company
offers long distance,  data and prepaid services  nationwide.  As a full-service
provider,  the  company  offers  local,  long  distance,  videoconferencing  and
high-speed  broadband  transport  via an  expanding  fiber  optic  network  that
interconnects major markets in the West. Headquartered in Vancouver, Washington,
Electric   Lightwave   is  on   the   World   Wide   Web  at   www.eli.net   and
http://data.eli.net.  The company is 83% owned by Citizens Utilities  (NYSE:CZN,
CZNPr).

This press release contains forward-looking statements that are subject to risks
and  uncertainties  which could cause actual results to differ  materially  from
those expressed or implied in the statements. All forward-looking statements are
only  predictions  or statements of current plans,  which are  constantly  under
review by Electric Lightwave (the Company).  All forward-looking  statements may
differ from  actual  future  results due to, but not limited to,  changes in the
local and overall  economy,  the nature and pace of technological  changes,  the
number and  effectiveness  of competitors in the Company's  markets,  success in
overall  strategy,  changes  in legal  and  regulatory  policy,  relations  with
Incumbent Local Exchange  Carriers (ILECs) and their ability to provide delivery
of  services  including  interoffice  trunking,  implementation  of back  office
service delivery  systems,  the Company's ability to identify future markets and
successfully  expand existing ones and the mix of products and services  offered
in the Company's target markets. Readers should consider these important factors
in evaluating  any statement  contained  herein and/or made by the Company or on
its behalf.  The Company has no obligation  to update or revise  forward-looking
statements to reflect the occurrence of future events or circumstances.
                                 (tables follow)



                   Electric Lightwave, Inc.
<TABLE>
                   Statements of Operations
<CAPTION>
(In thousands, except per share data)

                                                                                         Three Months Ended
                                                                                    3/31/99    12/31/98   3/31/98
                                                                                   ---------  ----------  ---------

<S>                                                                                <C>         <C>        <C>     
Revenues:
     Network Services ..........................................................   $ 10,424    $ 10,102   $  9,107
     Local Telephone Services ..................................................     14,308      14,389      6,024
     Long Distance Services ....................................................      8,530       6,076      1,822
     Data Services .............................................................      4,954       3,149      3,104
                                                                                   ---------   --------    ---------
               Total Revenues ..................................................     38,216      33,716     20,057
                                                                                   ---------   ---------   ---------

Operating Expenses:
     Network Access ............................................................     25,224      19,568      9,212
     Operating Expenses ........................................................      9,034       9,067      5,246
     Selling, General and Administrative .......................................     26,767      24,349     15,375
     Depreciation and Amortization .............................................      6,994       5,248      3,884
                                                                                   ---------   ---------   ---------
               Total Operating Expenses ........................................     68,019      58,232     33,717
                                                                                   ---------   ---------   ---------
                                                                                                                              
Loss from Operations ...........................................................    (29,803)    (24,516)   (13,660)

Interest Expense, Net ..........................................................      4,779       2,301        744
                                                                                   ---------   ---------   ---------
                                                                                                                   
     Net Loss Before Income Taxes and Cumulative 
       Effect of Change in Accounting Principle                                     (34,582)    (26,817)   (14,404)

Income Tax Expense (Benefit) ...................................................        370      (4,735)    (2,449)
                                                                                   ---------   ---------   --------
                                                                                                                    
     Net Loss Before Cumulative Effect of a Change in Accounting Principle          (34,952)    (22,082)   (11,955)

Cumulative Effect of Change in Accounting Principle ............................       --          --        2,817
                                                                                   ---------   ---------   ---------
                                                                                                                    
     Net Loss ..................................................................   $(34,952)   $(22,082)  $(14,772)
                                                                                   =========   =========   =========

     EBITDA * ..................................................................   $(21,332)   $(17,685)  $ (8,455)
                                                                                    ========    ========   ========
                                                                                                                   
Weighted average shares outstanding ............................................     49,801      49,744     49,685

Net Loss Per Common Share:
     Basic                                                                         $  (0.70)   $  (0.44)  $  (0.30)
     Diluted                                                                       $  (0.70)   $  (0.44)  $  (0.30)

*Excludes operating lease expenses of $1,477, $1,583 and $1,321 for the three 
    months ended March 31, 1999, December 31, 1998 and March 31, 1998, respectively.
</TABLE>

<PAGE>
<TABLE>

                            Electric Lightwave, Inc.
                       Selected Financial & Operating Data
<CAPTION>
(In thousands except selected operating data)


                                                                                   3/31/99     12/31/98     3/31/98
                                                                                   --------    --------    --------
Selected Financial Data

<S>                                                                                <C>         <C>         <C>     
Property, Plant & Equipment - Owned ...........................................    $585,533    $528,582    $352,062
Property, Plant & Equipment - Leased ..........................................    $108,541    $108,541    $105,226
                                                                                   ---------    --------    --------
          Total ...............................................................    $694,074    $637,123    $457,288

Selected Operating Data
Markets .......................................................................          23          15           5
Route Miles ...................................................................       3,098       3,091       2,525
Fiber Miles ...................................................................     181,816     181,368     145,350
Buildings Connected ...........................................................         783         766         631
Switches:
          Internet Routers ....................................................          36          24          18
          ATM .................................................................          21          14           9
          Frame Relay .........................................................          29          23          22
          Voice ...............................................................           7           7           5
Access Line Equivalents .......................................................      99,006      74,924      41,270
Access Line Equivalents/Switch .................................................     14,144      10,703       8,254
% on Switch ...................................................................          99%         99%         97%
Employees .....................................................................       1,200       1,090         670
Customers .....................................................................       1,843       1,644       1,226
</TABLE>




<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.


                            Electric Lightwave, Inc.
                            ------------------------
                                   Registrant




                              By: /s/ Kerry D. Rea
                           _____________________________
                           Vice President and Controller



Date:     May 4, 1999

                                                      




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