<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
For Quarter ended September 30, 1995 Commission file number 0-8320
MID-PLAINS TELEPHONE, INC.
Exact Name of Registrant as Specified in Its Charter)
WISCONSIN 39-0274450
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
1912 Parmenter Street, P.O. Box 70, Middleton, Wisconsin 53562
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (608) 831-1000
Indicate by checkmark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes X No
As of September 30, 1995, there were 1,981,789 shares of Common Stock
outstanding.
(Total number of pages - 10)<PAGE>
MID-PLAINS TELEPHONE, INC.
3rd QUARTER REPORT ON FORM 10-Q
INDEX
Page
Number
PART I. Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets -
September 30, 1995 and December 31, 1994 3 - 4
Consolidated Statements of Income -
Three and Nine Month Periods Ended
September 30, 1995 and 1994 5
Consolidated Statements of Cash Flow -
Nine Months Ended September 30, 1995 and 1994 6
Notes to Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results
of Operations 8 - 9
PART II. Other Information 10
Item 6. Exhibits and Reports on Form 8-K 10
Signatures 10
<PAGE>
MID-PLAINS TELEPHONE, INC.
CONSOLIDATED BALANCE SHEETS
<TABLE>
September 30, December 31,
1995 1994
In Thousands
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 335 $ 186
Accounts receivable -
Due from subscribers 952 811
Customer sales and services 1,265 725
Other, principally connecting companies 1,877 2,032
Inventories
Plant materials and supplies 360 281
Communications systems and parts 900 863
Other 224 393
5,913 5,291
PROPERTY, PLANT AND EQUIPMENT
Telephone, in service and under
construction, at original cost 46,381 41,041
Less Accumulated depreciation (17,598) (15,383)
28,783 25,658
INVESTMENT AND OTHER ASSETS
Cellular limited partnership interest 4,374 2,379
Other 604 561
4,978 2,940
$ 39,674 $ 33,889
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Current maturities of long-term debt $ 883 $ 3,380
Notes payable to banks 2,930 1,300
Accounts payable 2,920 2,798
Accrued taxes 616 0
Other 637 648
7,986 8,126
LONG-TERM DEBT 7,916 3,574
DEFERRED CREDITS
Income taxes 2,798 2,742
Investment tax credits 252 300
Other 946 915
3,996 3,957
SHAREHOLDERS' EQUITY
Common stock, par value $3.33-1/3
share; authorized 3,000,000 shares;
issued 1,981,789 and 1,974,400
shares, respectively 6,606 6,581
Additional paid-in capital 5,022 4,806
Retained earnings 8,148 6,845
19,776 18,232
39,674 33,889
The accompanying notes to consolidated financial statements are an integral
part of these statements. (UNAUDITED)
/TABLE
<PAGE>
MID-PLAINS TELEPHONE, INC.
CONSOLIDATED STATEMENTS OF INCOME
<TABLE>
Three Months Ended Nine Months Ended
Sept. 30, Sept. 30, Sept. 30, Sept. 30,
1995 1994 1995 1994
In Thousands Except For Per Share Data
<S> <C> <C> <C> <C>
OPERATING REVENUES
Telephone operations
Local network services $1,110 $ 759 $3,144 $2,749
Network access and long
distance network service 2,806 2,497 8,512 7,336
Other 610 578 1,801 1,527
System sales and services 2,184 1,265 5,018 3,995
6,710 5,099 18,475 15,607
OPERATING EXPENSES
Telephone operations
Plant operations 602 521 1,975 1,961
Depreciation 783 585 2,269 1,710
Customer operations 606 482 1,905 1,683
Corporate operations 630 554 1,771 1,701
General taxes 250 223 742 642
System sales and services
Cost of sales and services 1,459 765 3,206 2,336
Operating expenses 524 548 1,510 1,502
4,854 3,678 13,378 11,535
OPERATING INCOME BEFORE
INCOME TAXES 1,856 1,421 5,097 4,072
Other income 6 0 13 2
Interest expense (288) (217) (693) (672)
INCOME BEFORE INCOME
TAX EXPENSE 1,574 1,204 4,417 3,402
Income tax expense 598 436 1,670 1,250
NET INCOME $ 976 $ 768 $2,747 $2,152
Average shares considered
outstanding 1,981 1,971 1,978 1,968
Earnings per share $ .49 $ .39 $ 1.39 $ 1.09
Cash dividends per share $ .25 $ .21 $ .73 $ .63
The accompanying notes to consolidated financial statements are an integral
part of these statements. (UNAUDITED)
/TABLE
<PAGE>
MID-PLAINS TELEPHONE, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
Nine Months Ended
September 30, September 30,
1995 1994
In Thousands
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $2,747 $2,152
Add (Deduct) adjustments to reconcile
net income to net cash provided by
operating activities:
Depreciation and amortization 2,337 1,756
Deferred income taxes (28) 39
Change in accounts and other receivables (602) 90
Change in inventories (116) (2)
Change in accounts payable 122 (134)
Change in other assets and liabilities 917 (943)
Net cash from operations 5,377 2,958
CASH FLOWS FROM FINANCING ACTIVITIES
Long-term borrowings 5,000 0
Repay long-term debt (3,155) (594)
Change in notes payable to banks 1,630 0
Dividends paid (1,443) (1,240)
Stock purchase plan 240 225
Net cash used in financing 2,272 (1,609)
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to property, plant and equipment (5,453) (2,339)
Investment in cellular partnership (1,995) 0
Other, net (52) 0
Net cash used in investing (7,500) (2,339)
CASH AND CASH EQUIVALENTS
Net increase (decrease) during period 149 (990)
Beginning of period 186 1,606
End of period $ 335 $ 616
Cash paid during the period:
Interest $ 670 $ 676
Income taxes $1,302 $ 724
The accompanying notes to consolidated financial statements are an integral
part of these statements. (UNAUDITED)
/TABLE
<PAGE>
MID-PLAINS TELEPHONE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. The unaudited financial statements included herein have been prepared
pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information in footnote disclosures normally
included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted pursuant
to such rules and regulations, although the Company believes the
disclosures are adequate to make the information presented not
misleading. It is suggested that these financial statements be read in
conjunction with the financial statements and the notes thereto included
in the Company's Form 10-K for the year ended December 31, 1994.
In the opinion of the Company, the accompanying financial statements
contain all adjustments (consisting of normal recurring accruals)
necessary to present fairly the financial position as of September 30,
1995 and December 31, 1994, and the results of operations and cash flows
for the nine months ended September 30, 1995 and 1994. The results for
the nine months ended September 30, 1995 are not necessarily indicative
of the results of operations which may be expected for the entire year
ending December 31, 1995.<PAGE>
MID-PLAINS TELEPHONE, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
RESULTS OF OPERATIONS
Net income increased $208,000 and $595,000 for the third quarter and first
nine months of 1995, respectively, compared to the same periods in 1994. The
primary factors that influenced the results of operations are discussed below.
Telephone operating revenues increased $692,000 and $1,845,000 for the third
quarter and first nine months of 1995, respectively, compared to the same
periods in 1994. These increases were due in part to increased local network
service rates in 1995 which increased revenues by 247,000 and 700,000 for the
third quarter and first nine months of 1995, respectively. Increases were
also due to growth in local and network access and the provision of long
distance services. Local network service increases were offset in part by a
second quarter 1994 credit of $574,000 to eliminate regulatory liabilities no
longer considered payable.
Telephone operating expenses, which include plant, depreciation, customer,
corporate, and general taxes, increased $506,000 and $965,000 for the third
quarter and first nine months of 1995, respectively, compared to the same
periods in 1994. Increases in plant, customer and corporate expenses, due
primarily to growth in internal operations and the cost of long distance
services, were offset by a $388,000 charge in the second quarter of 1994 to
eliminate regulatory assets no longer considered recoverable. Additionally,
the changes in plant, customer and corporate operating expenses for the nine
months ended September 30, 1995 were also due to a reclassification of labor
in 1995 from plant $55,000 and corporate $60,000 operating expenses to
customer operations. Also, for the third quarter and first nine months ended
September 30, 1995, $101,000 of labor was capitalized resulting from the
installation of new central office equipment. Depreciation increased due to
growth in telephone plant, and increased central office depreciation of
$118,000 and $356,000 for the third quarter and first nine months of 1995,
respectively, in connection with the pending change-out of central office
equipment.
System sales and service revenues increased $919,000 and $1,023,000 for the
third quarter and first nine months of 1995, respectively, compared to the
same periods in 1994. Cost of sales, as a percentage of operating revenues,
increased 6.3% and 5.4% for the third quarter and first nine months of 1995,
respectively, compared to the same periods in 1994. Operating expenses
decreased $24,000 and increased $8,000 for the third quarter and first nine
months of 1995, respectively, compared to the same periods in 1994.<PAGE>
LIQUIDITY AND CAPITAL COMMITMENTS
As of July 1, 1995, the Company sold $5.0 million of debentures to replace
$2.5 million of debentures due July 1, 1995 and to meet other 1995 cash
requirement. The Company plans to meet remaining 1995 cash requirements
with cash flows from operation and additional debt financing. As of
September 30, 1995, the Company has unused bank lines-of-credit of $3
million.<PAGE>
MID-PLAINS TELEPHONE, INC.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibit 99 - Employee Stock Purchase Plan
The Company has traditionally been authorized by the Wisconsin
Public Service Commission to sell stock to its employees.
This changed as a result of the Telecommunications Act of
1993, enacted by the 1994 Wisconsin Legislature, and the
Company adopted the plan attached hereto as Exhibit 99 which
took effect in the third quarter of 1995.
(b) Reports on Form 8-K
In a report filed on Form 8-K dated July 6, 1995, the
Company reported an issue of Debentures to be known as
Series 1995 Registered Subordinated Debentures in the amount
of $5,000,000, and included as an exhibit the Instruments
defining the rights of security holders including
indentures.
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 thereunto duly authorized.
MID-PLAINS TELEPHONE, INC.
(Registrant)
Date November 10, 1995 /s/Howard G. Hopeman
Howard G. Hopeman, Vice-President and
Chief Financial Officer
Date November 10, 1995 /s/Fredrick E. Urben
Fredrick E. Urben, Vice-President,
Administration & Human Relations,
Secretary & Treasurer<PAGE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995
<CASH> 335
<SECURITIES> 0
<RECEIVABLES> 4094
<ALLOWANCES> 0
<INVENTORY> 1260
<CURRENT-ASSETS> 5913
<PP&E> 46381
<DEPRECIATION> 17598
<TOTAL-ASSETS> 39674
<CURRENT-LIABILITIES> 7986
<BONDS> 0
<COMMON> 6606
0
0
<OTHER-SE> 13170
<TOTAL-LIABILITY-AND-EQUITY> 39674
<SALES> 0
<TOTAL-REVENUES> 18475
<CGS> 0
<TOTAL-COSTS> 13378
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 693
<INCOME-PRETAX> 4417
<INCOME-TAX> 1670
<INCOME-CONTINUING> 2747
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2747
<EPS-PRIMARY> 1.39
<EPS-DILUTED> 1.39
<PAGE>
</TABLE>
<PAGE>
MID-PLAINS TELEPHONE, INC.
EMPLOYEE STOCK PURCHASE PLAN
1. Purpose of the Plan. The purpose of this Employee Stock
Purchase Plan (the "Plan") is to encourage long-term stock
ownership by all employees, officers and directors of Mid-Plains
Telephone, Inc., a Wisconsin corporation (the "Company") and its
subsidiaries and affiliates, through the grant of stock purchase
rights to purchase shares of the Company's common stock.
2. Definitions. As used herein, the following definitions
shall apply:
(a) "Board" shall mean the Board of Directors of the
Company.
(b) "Code" shall mean the Internal Revenue Code of
1986, as amended.
(c) "Effective Date" shall mean the date of the
adoption of the Plan by the Board.
(d) "Fair Market Value" of each Share of the Stock
shall mean the fair market value per share
determined at least annually by the Board in its
reasonably exercised discretion.
(e) "Eligible Employee" shall mean any employee,
officer or director of the Company or its
subsidiaries or affiliates who has completed one
(1) year of employment with the Company at the time
of any Stock purchase, and who immediately after
the commencement of an Offering Period, does not
own 5% or more of the total combined voting power
of all classes of stock of the Company, treating
all stock available to the employee pursuant to the
Offering as stock owned by the employee and
applying the attribution rules of section 424(d) of
the Code.
(f) "Fiscal Year" shall be August 1 - July 31.
(g) "Offering" shall mean an issue of Stock offered for
sale to an Eligible Employee during an Offering
Period.
(h) "Offering Period" shall mean the period established
by the Board from time to time for the purchase of
Stock by Eligible Employees, but shall not exceed
27 months.
(i) "Participant" shall mean an Eligible Employee who
elects to purchase Stock pursuant to this Plan.
(j) "Purchase Price" shall mean the price per share at
which Eligible Employees may purchase common stock
of the Company pursuant to the Plan determined by
multiplying the discount by the Fair Market Value.
(k) "Secretary" shall mean the Secretary of the Company.
(l) "Share" shall mean one share of the Stock.
(m) "Stock" shall mean the $3.33 1/3 par value common
stock of the Company.
(n) "Stock Subscription Agreement" shall mean the
written subscription agreement of an Eligible
Employee for the purchase of Stock in such form as
required by the Board.
3. Shares Subject to the Plan. The aggregate number of
Shares of Stock which may be issued pursuant to the Plan shall not
exceed 50,000 shares.
4. Administration of the Plan.
(a) Plan to be Administered by Board and Secretary.
The Plan shall be administered by the Board and the
Secretary.
(b) Powers of the Board. The Board is authorized to:
(i) determine the Fair Market Value of the
Stock;
(ii) determine the discount to Fair Market
Value at which Eligible Employees may
purchase shares.
(iii) determine if the Company should
offer Shares for sale to Eligible
Employees during any given Fiscal
Year; and
(iv) determine the maximum number of Shares
available during any Offering Period for
purchase by each Eligible Employee and by
all Eligible Employees collectively.
(c) Powers of the Secretary. The Secretary is
authorized to:
(i) designate Eligible Employees;
(ii) interpret the Plan and establish rules
and regulations relating to it;
(iii) make all other determinations
necessary or advisable in order to
administer the Plan.
(d) Maintenance of Records: Holding of Meetings. The
Board and the Secretary shall maintain a written
record of their proceedings relating to their
administration of the Plan.
(e) Decisions of the Board and the Secretary. All
decisions, determinations and interpretations of
the Board and the Secretary shall be final and
conclusive on all persons affected thereby.
5. Effective Date and Duration of Plan. The Plan shall
become effective upon its adoption by the Board. The Plan shall
continue in effect from year to year, but pursuant to the terms of
Section 9 herein, it may be amended or terminated by the Company at
any time.
6. Purchase of Stock.
(a) Purchase Price. All Shares sold to an Eligible
Employee under the Plan shall be sold at a Purchase
Price per share as determined from time to time,
but at least annually, by the Board but not less
than 85% of the Share's Fair Market Value.
(b) Exercise Period. An Eligible Employee may purchase
Shares during any Offering Period by providing the
Secretary with written notice of his intention to
purchase Shares on or before August 1 and/or
February 1 and by tendering an executed Stock
Subscription Agreement for such Shares to be
purchased on or before August 1 and/or February 1.
(c) Minimum/Maximum Purchase. Each Eligible Employee
who elects to purchase Stock pursuant to this Plan
must purchase a minimum of one (1) Share. The
maximum number of Shares available during any
Offering Period for purchase by each Eligible
Employee and by all Eligible Employees collectively
shall be established by the Board. If Eligible
Employees submit offers to purchase more Shares
than the Board has made available, any such offers
to purchase shall be reduced proportionately as
required in such manner as determined by the
Secretary in his sole discretion.
No Eligible Employee shall be permitted to purchase
Stock at a rate which exceeds $25,000 in fair
market value of such Stock (determined at the time
the option is granted) for each calendar year in
which any such option is outstanding at any time.
(d) Time and Method of Payment. Each Eligible Employee
who elects to purchase Stock pursuant to this Plan
may either (1) tender a check payable to the
Company in the amount set forth in Section 13 of
the Stock Subscription Agreement immediately or
prior to the termination of the Offering Period
("Termination Date"), or (2) complete an
authorization for a payroll deduction as set forth
in Section 7 below.
If the Purchase Price should change during an
Offering Period a Participant shall have either
thirty (30) days from the date of the change or
until the Termination Date whichever is earlier to
purchase shares at the pre-change Purchase Price.
Thereafter, a Participant may only purchase shares
at the changed Purchase Price.
The Secretary shall within seven (7) days of a
change in the Purchase Price give notice to each
Participant who has not purchased all of his
subscribed shares.
7. Payroll Deductions.
(a) Commencement of Participation. An Eligible
Employee may become a Participant by completing an
authorization for a payroll deduction on the form
provided by the Company and filing it with the
office of the Treasurer of the Company on or before
the date set therefor by the Secretary, which date
shall be prior to the commencement of the Offering
Period ("Offering Period Commencement Date").
Payroll deductions for a Participant shall commence
on the applicable Offering Period Commencement Date
when his authorization for a payroll deduction
becomes effective and shall end on the Termination
Date to which such authorization is applicable.
(b) Amount of Deduction. At the time a Participant
files his authorization for payroll deduction, he
shall elect to have deductions made from his pay on
each payday during the time he is a Participant in
an Offering which shall be equal to the whole
number of shares purchased during each pay period
multiplied by the Purchase Price, the product of
which shall not exceed 10% of his compensation each
pay period. If the Purchase Price changes during
the Offering Period, the Secretary shall notify
each Participant who has completed an authorization
for a payroll deduction for the purchase of Shares
pursuant to the Plan within seven (7) days thereof.
If the Participant fails to alter his payroll
deduction the Treasurer shall deduct from the
Participant's pay the whole number of Shares
purchased during each pay period multiplied by the
new Purchase Price. In the case of a part-time
hourly employee, such employee's compensation
during an Offering shall be determined by
multiplying such employee's hourly rate of pay in
effect on the Offering Period Commencement Date by
the number of regularly scheduled hours of work for
such employee during such Offering.
(c) Changes in Payroll Deductions. A Participant may
discontinue his participation in the Plan as
provided in Section 7(f) hereof, and may alter
the amount of his payroll deduction by giving
notice of such alteration to the Treasurer of the
Company.
(d) Leave of Absence.
(i) If a Participant goes on a leave of absence,
such Participant shall have the right to
elect: (a) to withdraw the balance in his
account pursuant to Section 7(f) hereof, (b)
to discontinue contributions to the Plan but
remain a Participant in the Plan, or (c) to
remain a Participant in the Plan during such
leave of absence, authorizing deductions to be
made from payments by the Company to the
Participant during such leave of absence and
undertaking to make cash payments to the Plan
at the end of each payroll period to the
extent that amounts payable by the Company to
such Participant are insufficient to meet such
Participant's authorized Plan deductions.
(ii) A Participant on leave of absence shall,
subject to the election made by such
Participant pursuant to (i) above, continue to
be a Participant in the Plan so long as such
Participant is on continuous leave of absence.
A Participant who has been on leave of absence
for more than 90 days and who therefore is not
an employee for the purpose of the Plan shall
not be entitled to participate in any Offering
commencing after the 90th day of such leave of
absence. Notwithstanding any other provisions
of the Plan, unless a Participant on leave of
absence returns to regular full time or part
time employment with the Company at the
earlier of: (a) the termination of such leave
of absence or (b) three months from the 90th
day of such leave of absence, such
Participant's participation in the Plan shall
terminate on whichever of such dates first
occurs.
(e) Delivery of Stock. The Company will deliver to
each Participant, bi-annually, the Stock purchased
under the Plan.
(f) Withdrawal of Account. A Participant may withdraw
payroll deductions credited to his account under
the Plan at any time by giving written notice to
the Treasurer of the Company. All of the
Participant's payroll deductions credited to his
account will be paid to him promptly after receipt
of his notice of withdrawal, and no further payroll
deductions will be made from his pay during such
Offering.
(g) Effect on Subsequent Participation. A
Participant's withdrawal from any Offering will not
have any effect upon his eligibility to participate
in any succeeding Offering or in any similar plan
which may hereafter be adopted by the Company.
(h) Termination of Employment. Upon termination of the
Participant's employment for any reason, including
retirement (but excluding death while in the employ
of the Company or continuation of a leave of
absence for a period beyond sixty 60 days), the
Company will deliver to that Participant the stock
purchased under the Plan, or, in the case of his
death subsequent to the termination of his
employment, to the person or persons entitled
thereto .
(i) Termination of Employment Due to Death. Upon
termination of the Participant's employment because
of his death, his spouse, if entitled by the
Participant's Will or the laws of descent and
distribution, shall have the right to elect, by
written notice given to the Treasurer of the
Company prior to the earlier of the Offering
Termination Date or the expiration of a period of
sixty (60) days commencing with the date of the
death of the Participant, to exercise the
Participant's option for the purchase of stock on
the Offering Termination Date next following the
date of the Participant's death for the purchase of
the number of subscribed for but unpurchased
shares, to which the participant was entitled to
purchase.
In the event that no such written notice of
election shall be duly received by the office of
the Treasurer of the Company, the spouse shall
automatically be deemed to have elected to not have
exercised the Participant's option.
(j) Non Transferability of Participant's Rights. The
Participant's rights under the Plan may not be
transferred during the life of the Participant and
the Participant's option to purchase Stock may be
exercised only by the Participant during the
Participant's life. After a Participant's death,
the Participant's rights under the Plan may be
transferred only in accordance with and to the
extent permitted by Section 7(i) hereof.
8. Miscellaneous.
(a) No Right to Employment. Nothing in the Plan or in
any instrument executed pursuant thereto shall
confer upon any Eligible Employee any right to
continue in the employ of the Company or shall
affect the right of management to terminate the
employment of any Eligible Employee, with or
without cause.
(b) Legal Restrictions. The Company will not be
obligated to issue Shares of Stock or make any
payment if counsel to the Company determines that
such issuance or payment would violate any law or
regulation of any governmental authority or any
agreement between the Company and any national
securities exchange upon which the Stock is listed.
In connection with any Stock issuance or transfer,
the person acquiring the Shares shall, if requested
by the Company, give assurances satisfactory to
counsel to the Company regarding such matters as
the Company may deem desirable to assure compliance
with all legal requirements. The Company shall in
no event be obligated to take any affirmative
action in order to cause the delivery of Shares of
Stock or other payment by the Company to comply
with any law or regulation of any governmental
authority.
(c) Choice of Law. The place of administration of the
Plan shall be within the State of Wisconsin and the
validity, interpretation and administration of the
Plan and any rules, regulations, determinations or
decisions made thereunder and the rights of any and
all persons having or claiming to have any interest
therein or thereunder, shall be determined
exclusively in accordance with the internal laws of
the State of Wisconsin. Without limiting the
generality of the foregoing, the period within
which any action in connection with the Plan must
be commenced shall be governed by the laws of the
State of Wisconsin, without regard to the place
where the act or omission complained of took place,
the residents of any party to such action or the
place where the action may be brought.
(d) Financial Statements. Each year during the term of
the Plan, the Company shall deliver a copy of its
annual financial statements to each Participant in
the Plan.
(e) Tense and Gender. As used herein, the singular
shall include the plural, the plural the singular,
and the use of any gender shall include all
genders.
9. Amendment and Termination of the Plan. The Board may
alter, suspend or discontinue the Plan at any time, and for any
reason.
IN WITNESS WHEREOF, the Company has caused this Plan to be
executed by its duly authorized officers as of the 16th day of
May, 1995.
MID-PLAINS TELEPHONE, INC.
By: /s/ Dean W. Voeks
Dean W. Voeks , President
Attest:
/s/ Fredrick E. Urben
Fredrick E. Urben, Secretary
