SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A/A
AMENDMENT NO. 1
To Registration Statement on Form 8-A
filed November 30, 1978, relating to
9% Convertible Subordinated Debentures Due 1998
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) or (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
CENTURY TELEPHONE ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)
Louisiana 72-0651161
(State of incorporation) (I.R.S. Employer
or organization) Identification Number)
100 Century Park Drive, Monroe, Louisiana 71203
(Address of principal executive offices) (Zip Code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange
so registered on which each class is registered
9% Convertible Subordinated New York Stock Exchange
Debentures Due 1998
If this Form relates to the registration of a class of debt
securities and is effective upon filing pursuant to General
Instruction A.(c)(1), please check the following box. [ ]
If this Form relates to the registration of a class of debt
securities and is to become effective simultaneously with the
effectiveness of a concurrent registration statement under the
Securities Act of 1933 pursuant to General Instruction
A.(c)(2), please check the following box. [ ]
Securities to be registered pursuant to Section 12(g) of the
Act:
None
The undersigned registrant hereby amends the following items
and exhibits or other portions of its Registration Statement
on Form 8-A as follows:
1. Item 1 is hereby amended to read in its entirety as
follows:
The 9% Convertible Subordinated Debentures Due 1998
(the "Debentures") of Century Telephone Enterprises, Inc.
(the "Company") registered under the Securities Exchange
Act of 1934, as amended, pursuant to the Company's
Registration Statement on Form 8-A filed November 30,
1978 (the "Registration Statement"), are no longer
outstanding. Accordingly, the Company hereby removes all
of the Debentures from registration under the
Registration Statement.
2. Items 2-4 are hereby deleted.
Signature
Pursuant to the requirements of Section 12 of the
Securities Exchange Act of 1934, the registrant has duly
caused this amendment to its registration statement to be
signed on its behalf by the undersigned, thereto duly
authorized.
CENTURY TELEPHONE ENTERPRISES, INC.
By: /s/ Harvey P. Perry
Harvey P. Perry
Senior Vice President,
General Counsel and
Secretary
Dated: December 2, 1996
