As filed with the Securities and Exchange Commission on July 31, 1996
Registration No. 33-50791
==============================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective Amendment No. 2
to
FORM S-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Century Telephone Enterprises, Inc.
(Exact name of Registrant as specified in its charter)
Louisiana 4813 72-0651161
(State or other (Primary Standard Industrial (I.R.S. Employer
jurisdiction of Classification Code Number) Identification Number)
incorporation or
organization)
100 Century Park Drive
Monroe, Louisiana 71203
(318) 388-9500
(Address, including zip code, and telephone number,
including area code, of Registrant's principal executive offices)
<TABLE>
<CAPTION>
<S> <C> <C>
Copy to: HARVEY P. PERRY, ESQ. Copy to:
KENNETH J. NAJDER, ESQ. Senior Vice President, WILLIAM S. CLARKE, ESQ.
Jones, Walker, Waechter, General Counsel and Secretary William Clarke, P.A.
Poitevent, Carrere & Denegre, L.L.P. Century Telephone Enterprises, Inc. 5 Independence Way
201 St. Charles Avenue, 51st Floor 100 Century Park Drive Princeton, New Jersey 08540
New Orleans, Louisiana 70170-5100 Monroe, Louisiana 71203 (609) 520-0111
(504) 582-8000 (318) 388-9500
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
</TABLE>
If any of the securities being registered on this form are being offered
in connection with the formation of a holding company and there is compliance
with General Instruction G, please check the following box. ____
This Post-Effective amendment shall become effective in accordance with
Section 8(c) of the Securities Act of 1933 or until such date as the
Commission, acting pursuant to Section 8(c), may determine.
<PAGE>
CENTURY TELEPHONE ENTERPRISES, INC.
This Registration Statement, which was declared effective on
January 10, 1994, was filed to register shares of common stock
(and accompanying preferred stock purchase rights) of Century
Telephone Enterprises, Inc. ("Century") issued in connection with
the merger of Celutel, Inc. with a wholly-owned subsidiary of
Century on February 10, 1994. Century hereby removes from
registration hereunder all shares of Century common stock and
accompanying preferred stock purchase rights.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933,
the Registrant has duly caused this Post-Effective Amendment No.
2 to the Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Monroe,
State of Louisiana, on July 31, 1996.
CENTURY TELEPHONE ENTERPRISES, INC.
By: /s/ Harvey P. Perry
________________________
Harvey P. Perry
Senior Vice President,
Secretary, General Counsel and
Director
POWER OF ATTORNEY
Pursuant to the requirements of the Securities Act of 1933,
this Post-Effective Amendment No. 2 to the Registration Statement
has been signed by the following persons in the capacities and on
the dates indicated.
Signature Title Date
* Chairman of the Board July 31, 1996
___________________ of Directors
Clarke M. Williams
* President, Chief July 31, 1996
____________________ Executive Officer and
Glen F. Post, III Vice Chairman of the
Board of Directors
* Senior Vice President and July 31, 1996
______________________ Chief Financial Officer
R. Stewart Ewing, Jr. (Principal Financial Officer)
* Controller July 31, 1996
_______________________ (Principal Accounting Officer)
Murray H. Greer
* President-Telecommunications July 31, 1996
______________________ Services and Director
W. Bruce Hanks
/s/ Harvey P. Perry Senior Vice President, July 31, 1996
_______________________ Secretary, General Counsel
Harvey P. Perry and Director
* Director July 31, 1996
_______________________
William R. Boles, Jr.
______________________ Director July __, 1996
Virginia Boulet
* Director July 31, 1996
______________________
Ernest Butler, Jr.
* Director July 31, 1996
_______________________
Calvin Czeschin
* Director July 31, 1996
_______________________
James B. Gardner
* Director July 31, 1996
_______________________
R. L. Hargrove, Jr.
* Director July 31, 1996
________________________
Johnny Hebert
* Director July 31, 1996
________________________
F. Earl Hogan
* Director July 31, 1996
________________________
C. G. Melville
* Director July 31, 1996
_________________________
Jim D. Reppond
*By: /s/ Harvey P. Perry
__________________________
Harvey P. Perry
Attorney-in-fact
