SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ANNUAL REPORT
Pursuant to Section 15(d) of
The Securities Exchange Act of 1934
For the years ended December 31, 1997 and 1996
Commission File Number 1-4166
FRONTIER CORPORATION
BARGAINING UNIT EMPLOYEES'
RETIREMENT SAVINGS PLAN
(Full name of plan)
FRONTIER CORPORATION
(Name of issuer of securities
held pursuant to the plan)
180 South Clinton Avenue
Rochester, New York 14646-0700
(Address of principal executive offices)
REQUIRED INFORMATION
Index to Financial Statements and Schedules Page 1
Report of Independent Accountants Page 2
Statements of Net Assets Available for Benefits, with
Fund Information at December 31, 1997 and 1996 Pages 3-4
Statement of Changes in Net Assets Available for Benefits,
with Fund Information for the Year Ended December 31, 1997 Page 5
Notes to Financial Statements Pages 6-9
Schedule of Assets Held for Investment Schedule I
Schedule of Reportable Transactions Schedule II
The following exhibit is filed as part of this Report.
Consent of Independent Accountants
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Frontier Corporation
Bargaining Unit Employees' Retirement Savings Plan
Financial Statements
December 31, 1997 and 1996
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<PAGE>
Frontier Corporation
Bargaining Unit Employees' Retirement Savings Plan
INDEX TO FINANCIAL STATEMENTS PAGE 1
- -------------------------------------------------------------------------
Report of Independent Accountants Page 2
Statements of Net Assets Available for Benefits, with
Fund Information at December 31, 1997 and 1996 Pages 3 - 4
Statement of Changes in Net Assets Available for Benefits, with
Fund Information for the Year Ended December 31, 1997 Page 5
Notes to Financial Statements Pages 6 - 9
Line 27a - Schedule of Assets Held for Investment Purposes Schedule I
Line 27d - Schedule of Reportable Transactions Schedule II
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Report of Independent Accountants
April 24, 1998
To the Participants and Administrator of the
Frontier Corporation Bargaining Unit Employees'
Retirement Savings Plan
In our opinion, the accompanying statements of net assets
available for benefits, with fund information and the related
statement of changes in net assets available for benefits,
with fund information present fairly, in all material
respects, the net assets available for benefits of the
Frontier Corporation Bargaining Unit Employees' Retirement
Savings Plan at December 31, 1997 and 1996, and the changes
in net assets available for benefits for the year ended
December 31, 1997, in conformity with generally accepted
accounting principles. These financial statements are the
responsibility of the Plan's management; our responsibility
is to express an opinion on these financial statements based
on our audits. We conducted our audits of these financial
statements in accordance with generally accepted auditing
standards which require that we plan and perform the audit to
obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements,
assessing the accounting principles used and significant
estimates made by management, and evaluating the overall
financial statement presentation. We believe that our audits
provide a reasonable basis for the opinion expressed above.
Our audits were performed for the purpose of forming an
opinion on the basic financial statements taken as a whole.
The additional information included in Schedules I and II is
presented for purposes of additional analysis and is not a
required part of the basic financial statements but is
additional information required by the Employee Retirement
Income Security Act of 1974 ("ERISA"). The Fund Information
in the statements of net assets available for benefits, with
fund information and the statement of changes in net assets
available for benefits, with fund information is presented
for purposes of additional analysis rather than to present
the net assets available for benefits and changes in net
assets available for benefits of each fund. Schedules I and
II and the Fund Information have been subjected to the
auditing procedures applied in the audits of the basic
financial statements and, in our opinion, are fairly stated
in all material respects in relation to the basic financial
statements taken as a whole.
/s/ Price Waterhouse LLP
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FRONTIER CORPORATION
BARGAINING UNIT EMPLOYEES'RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
- -----------------------------------------------------------------------------
PAGE 3 Fund Information at December 31, 1997
Fund A Fund B Fund C Fund D Fund E
<S> <C> <C> <C> <C> <C>
Assets
Investments, at fair value:
Registered investment companies -
Putnam Income Fund $1,727,633
Putnam Global Growth Fund $2,482,722
Putnam Voyager Fund $5,683,257
Putnam Fund for Growth
and Income
Putnam Asset Allocation Fund
Balanced Portfolio
Common Trust -
Putnam S & P 500 Index Fund $3,686,369
Frontier Corporation
Common Stock
Participant loans
Investments, at contract value:
Stable Value Fund $7,052,908
---------------------------------------------------------
Total investments 1,727,633 2,482,722 5,683,257 7,052,908 3,686,369
---------------------------------------------------------
Receivables:
Participants' contributions
Employer's contributions
Total receivables
----------------------------------------------------------
Total assets 1,727,633 2,482,722 5,683,257 7,052,908 3,686,369
----------------------------------------------------------
Net assets available for
benefits $1,727,633 $2,482,722 $5,683,257 $7,052,908 $3,686,369
==========================================================
The accompanying notes are an integral part of these financial statements.
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FRONTIER CORPORATION
BARGAINING UNIT EMPLOYEES'RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
PAGE 3 CONT.
Fund Information at December 31, 1997
Participant
Fund F Fund G Fund H Loans Other Total
<S> <C> <C> <C> <C> <C> <C>
Assets
Investments, at fair value:
Registered investment companies -
Putnam Income Fund $1,727,633
Putnam Global Growth Fund 2,482,722
Putnam Voyager Fund 5,683,257
Putnam Fund for Growth
and Income $ 74,266 74,266
Putnam Asset Allocation Fund
Balanced Portfolio $ 110,032 110,032
Common Trust -
Putnam S & P 500 Index Fund 3,686,369
Frontier Corporation
Common Stock $12,698,452 12,698,452
Participant loans $1,432,420 1,432,420
Investments, at contract value:
Stable Value Fund 7,052,908
--------------------------------------------------------------------
Total investments 12,698,452 74,266 110,032 1,432,420 34,948,059
--------------------------------------------------------------------
Receivables:
Participants' contributions $232,023 232,023
Employer's contributions 79,138 79,138
--------------------
Total receivables 311,161 311,161
--------------------------------------------------------------------
Total assets 12,698,452 74,266 110,032 1,432,420 311,161 35,259,220
--------------------------------------------------------------------
Net assets available for benefits $12,698,452 $ 74,266 $110,032 $1,432,420 $311,161 $35,259,220
====================================================================
The accompanying notes are an integral part of these financial statements.
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FRONTIER CORPORATION
BARGAINING UNIT EMPLOYEES'RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
PAGE 4
Fund Information at December 31, 1996
Fund A Fund B Fund C Fund D Fund E
<S> <C> <C> <C> <C> <C>
Assets
Investments, at fair value:
Registered investment companies -
Putnam Income Fund $1,487,484
Putnam Global Growth Fund $1,849,000
Putnam Voyager Fund $4,207,486
Common Trust -
Putnam S & P 500 Index Fund $2,176,036
Frontier Corporation Common Stock
Participant loans
Investments, at contract value:
Stable Value Fund $6,617,654
- -------------------------------------------------------------------------------------------------------
Total investments 1,487,484 1,849,000 4,207,486 6,617,654 2,176,036
- --------------------------------------------------------------------------------------------------------
Receivables:
Participants' contributions
Employer's contributions
Total receivables
- -------------------------------------------------------------------------------------------------------
Total assets 1,487,484 1,849,000 4,207,486 6,617,654 2,176,036
- -------------------------------------------------------------------------------------------------------
Net assets available for benefits $1,487,484 $1,849,000 $4,207,486 $6,617,654 $2,176,036
=======================================================================================================
The accompanying notes are an integral part of these financial statements.
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FRONTIER CORPORATION
BARGAINING UNIT EMPLOYEES'RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
PAGE 4 CONT.
Fund Information at December 31, 1996
Participant
Fund F Loans Other Total
<S>
Assets <C> <C> <C> <C>
Investments, at fair value:
Registered investment companies -
Putnam Income Fund $ 1,487,484
Putnam Global Growth Fund 1,849,000
Putnam Voyager Fund 4,207,486
Common Trust -
Putnam S & P 500 Index Fund 2,176,036
Frontier Corporation Common Stock $ 9,192,876 9,192,876
Participant loans $ 1,105,515 1,105,515
Investments, at contract value:
Stable Value Fund 6,617,654
---------------------------------------------------------------
Total investments 9,192,876 1,105,515 26,636,051
---------------------------------------------------------------
Receivables:
Participants' contributions $ 230,565 230,565
Employer's contributions 91,705 91,705
-----------------------------
Total receivables 322,270 322,270
---------------------------------------------------------------
Total assets 9,192,876 1,105,515 322,270 26,958,321
---------------------------------------------------------------
Net assets available for benefits $9,192,876 $1,105,515 $ 322,270 $26,958,321
===============================================================
The accompanying notes are an integral part of these financial statements.
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FRONTIER CORPORATION
BARGAINING UNIT EMPLOYEES'RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
PAGE 5
Fund Information for the Year Ended December 31, 1997
Fund A Fund B Fund C Fund D Fund E
<S> <C> <C> <C> <C> <C>
Additions
Additions to net assets attributed to:
Investment income -
Interest and dividends $ 108,412 $ 449,057 $ 339,921 $ 429,789
Realized gain (loss), net 4,656 40,804 136,941 $ 111,676
Net appreciation
(depreciation) in fair
value of investments 17,773 (233,918) 638,271 701,176
Participant loan interest income
Other income
Contributions -
Participants' contributions 296,307 524,727 945,371 973,850 544,939
Employer's contributions
---------------------------------------------------------------------
Total additions 427,148 780,670 2,060,504 1,403,639 1,357,791
---------------------------------------------------------------------
Deductions
Deductions from net assets
attributed to:
Benefits paid to participants 62,916 104,346 265,396 615,574 102,506
Other expense 598 639 1,461 2,988 836
---------------------------------------------------------------------
Total deductions 63,514 104,985 266,857 618,562 103,342
---------------------------------------------------------------------
Net increase prior
to fund transfers 363,634 675,685 1,793,647 785,077 1,254,449
Interfund transfers, net (65,667) (19,235) (228,684) (294,836) 331,122
Transfers to other plans (57,818) (22,728) (89,192) (54,987) (75,238)
---------------------------------------------------------------------
Net increase (decrease) 240,149 633,722 1,475,771 435,254 1,510,333
Net assets available for benefits:
Beginning of year 1,487,484 1,849,000 4,207,486 6,617,654 2,176,036
---------------------------------------------------------------------
End of year $ 1,727,633 $ 2,482,722 $ 5,683,257 $ 7,052,908 $ 3,686,369
=====================================================================
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<TABLE>
FRONTIER CORPORATION
BARGAINING UNIT EMPLOYEES'RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
PAGE 5 CONT.
Fund Information at December 31, 1997 Participant
Fund F Fund G Fund H Loans Other Total
<S> <C> <C> <C> <C> <C> <C>
Additions
Additions to net assets attributed to:
Investment income -
Interest and dividends $ 407,594 $ 6,548 $ 7,860 $ 1,749,181
Realized gain (loss), net (136,807) (234) 157,036
Net appreciation
(depreciation) in fair
value of investments 1,222,836 (4,287) (6,755) 2,335,096
Participant loan interest income $ 80,639 80,639
Other income 4,785 4,785
Contributions -
Participants' contributions 969,013 9,178 5,792 $ 232,023 4,501,200
Employer's contributions 1,582,800 79,138 1,661,938
-------------------------------------------------------------------------------
Total additions 4,050,221 11,439 6,663 80,639 311,161 10,489,875
-------------------------------------------------------------------------------
Deductions
Deductions from net assets
attributed to:
Benefits paid to participants 411,856 3,675 51,804 1,618,073
Other expense 586 7,108
-------------------------------------------------------------------------------
Total deductions 412,442 3,675 51,804 1,625,181
-------------------------------------------------------------------------------
Net increase prior
to fund transfers 3,637,779 11,439 2,988 28,835 311,161 8,864,694
Interfund transfers, net 99,050 62,827 107,044 330,649 (322,270) -
Transfers to other plans (231,253) (32,579) (563,795)
-------------------------------------------------------------------------------
Net increase (decrease) 3,505,576 74,266 110,032 326,905 (11,109) 8,300,899
Net assets available for benefits:
Beginning of year 9,192,876 1,105,515 322,270 26,958,321
-------------------------------------------------------------------------------
End of year $12,698,452 $ 74,266 $ 110,032 $ 1,432,420 $ 311,161 $35,259,220
===============================================================================
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1. Description of the Plan
The Frontier Corporation Bargaining Unit Employees' Retirement
Savings Plan (the "Plan") is a defined contribution plan
established by the Board of Directors of Frontier Corporation
(the "Company") effective March 1, 1994. The Plan is subject
to the applicable provisions of the Employee Retirement Income
Security Act of 1974 ("ERISA"). The Plan provides
participants the option of having their basic and supplemental
contributions to the Plan made on a salary reduction basis and
on a deferred tax basis. The principal provisions of the Plan
are described below and are provided for general information
purposes only. Participants should refer to the Plan document
for a more complete description of the Plan's provisions.
During Plan year end December 31, 1997, the Plan document was
amended to allow the Company's Employee Benefit Committee to
transfer participant accounts from plans the participants are
no longer eligible to participate in, to a substantially
similar 401(k) plan sponsored by Frontier Corporation, or any
corporation/business entity in which Frontier Corporation has
a 50% or more ownership or profits interest. The transfers
resulting from this amendment are reflected in the statement
of changes in net assets available for benefits, with fund
information as transfers to other plans.
Participation
-------------
All bargaining unit employees covered by a collective
bargaining agreement, except for temporary, summer and leased
employees, are eligible to participate in the Plan upon
employment date.
Administration
--------------
The Plan is administered by the Company's Employee Benefit
Committee whose members are appointed by the Company's Board
of Directors. The Trustee of the Plan is Putnam Fiduciary
Trust Company.
Funding Policy
--------------
Upon enrollment in the Plan, a participant may direct
contributions into any of eight investment options.
Fund A - Putnam Income Fund - Funds are primarily invested
in Corporate bonds and U.S. government and agency obligations.
Fund B - Putnam Global Growth Fund - Funds are primarily
invested in foreign and domestic common stocks.
Fund C - Putnam Voyager Fund - Funds are invested in
emerging growth companies and opportunity stocks.
Fund D - Stable Value Fund - Funds are invested in an
insurance company pooled separate account.
Fund E - Putnam S & P 500 Index Fund - Funds are primarily
invested in stocks that comprise the S & P 500 Index.
Fund F - Frontier Corporation Common Stock Fund - Funds are
invested in common stock of Frontier Corporation.
Fund G - Putnam Fund for Growth and Income - Funds are
primarily invested in common stocks.
Fund H - Putnam Asset Allocation Fund Balanced Portfolio -
Funds are invested in stocks, bonds and money
market instruments.
The shares of stock in Fund F are qualified employer
securities as defined by ERISA. Each individual's
investment in this fund is recorded in his or her account on
a per share basis. All other funds are tracked on a dollar
value basis with each fund's activity allocated to
participants on a pro rata basis. Therefore, the Plan does
not record activity on a unit value basis.
The Plan provides that each participant may voluntarily make
contributions through a salary reduction agreement for
whatever whole percentage a participant chooses, up to a
maximum of 16%, subject to maximum contribution provisions
imposed by the Internal Revenue Code under Section 401(k).
Individual accounts which record the participants'
contributions, the earnings on all contributions and the
amount of the participant's interest in each fund are
maintained for each participant. The participants'
contributions during a month are allocated directly to their
individual account when contributions are received by the
Trustee. Participants have the option to invest their
contributions in any of the funds and may change their
allocation between funds at any time.
Employer matching and non-matching contributions are made in
accordance with each participating employer's bargaining unit
agreement.
Vesting
-------
Participants are immediately 100% vested in their voluntary
contributions and actual earnings thereon. Vesting in the
remainder of their accounts is based on years of continuous
service. Participants should refer to their respective
bargaining agreements for vesting requirements of employer
contributions. Forfeited nonvested accounts are used to
reduce future employer contributions.
Payment of Benefits
-------------------
Payment of benefits generally begins upon termination of
service and attaining normal retirement age (65). A
participant may elect to receive either a lump-sum amount
equal to the value of his or her vested account balance, or a
participant may elect to receive installments over a period
not to exceed 20 years. However, a participant who has
reached age 59 1/2, but who has not yet terminated employment may
withdraw all or a portion of his or her vested accumulated
account balance in accordance with the terms of the Plan.
If upon termination of service, a participant does not attain
normal retirement age and his or her vested account balance is
greater than $3,500, he or she may elect to receive a lump-sum
amount, a direct rollover to a qualified plan under Section
401 of the Internal Revenue Code, or a direct rollover to a
qualified Individual Retirement Account equal to the value of
his or her vested account balance. If the vested account
balance is less than $3,500, the balance must be cashed out as
soon as administratively practicable.
Individual Participant Loans
----------------------------
Participant loans cannot exceed the lesser of 50% of the
vested amounts in the participant's account or $50,000. A
participant may only have two loans outstanding, and they are
treated as directed investments by the borrower with respect
to his or her account. The interest rate on loans is
established based on the prime rate, under current plan
provisions. Interest paid on the loan is credited to the
borrower's account and the participant does not share in the
income of the Plan's assets with respect to the amounts
outstanding. Loans have a term of no more than five years
except that a loan may be granted for a period not to exceed
25 years if the proceeds are used to purchase the
participant's principal residence. During the Plan year ended
December 31, 1997, $835,067 in loans were disbursed and
principal repayments of $504,418 were made.
Plan Termination
----------------
Although it has not expressed any intent to do so, the Company
reserves the right under the Plan to discontinue its
contributions and/or to terminate the Plan at any time. Upon
termination, all amounts funded shall become nonforfeitable
and shall be provided for and paid from the Plan's trust in
accordance with the order of priority set forth in Section
4044 of ERISA. In the event of Plan termination, participants
become 100% vested in their accounts.
The Plan is not a defined benefit plan and, accordingly, Plan
benefits are not guaranteed by the Pension Benefit Guaranty
Corporation.
The Plan's holdings of Frontier Corporation common stock, the
Putnam Investment, Inc. common trust and the five Putnam
Investment, Inc. registered investment company funds are party-
in-interest investments.
2. Summary of Significant Accounting Policies
The financial statements have been prepared on the accrual
basis of accounting.
Use of Estimates
----------------
The preparation of financial statements in conformity with
generally accepted accounting principles requires management
to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent
assets and liabilities at year end and the reported investment
income and expenses during the Plan year. Actual results
could differ from those estimates.
Contributions and Benefits Paid
-------------------------------
Contributions are recorded by the Plan when withheld from
employees and accrued by the Company. Benefits to
participants are recorded by the Plan when a request for
disbursement is received from the employee.
Participants may receive distributions in cash or in common
stock of Frontier Corporation for amounts invested in Fund F.
Purchases and sales of securities are recorded on the trade
date.
Administrative Expenses
-----------------------
Significant expenses associated with the Plan are paid by the
Company.
Valuation of Investment Assets
------------------------------
The Plan's interest in registered investment companies, a
common trust, and employer securities is stated at fair value,
measured by the quoted market price. Adjustments for
unrealized appreciation or depreciation of such values are
included in the operating results of the Plan. Funds invested
in the Stable Value Fund are stated at contract value,
measured as cost plus earned interest income. Contract value
approximates fair market value at December 31, 1997 and 1996.
3. Participant Accounts
As of December 31, 1997 and 1996, the Plan held 527,728 and
406,317 shares of Frontier Corporation common stock at a fair
market value of $12,698,452 and $9,192,876, respectively. Of
these shares, 67,772 were contributed by the Company during
the Plan year ended December 31, 1997, as the Company's
matching contribution. During the Plan year ended December
31, 1997, 5,558 shares of Frontier Corporation common stock
were distributed to participants.
4. Federal Income Tax Status
The Plan Administrator has received a favorable determination
letter from the Internal Revenue Service covering the Plan as
amended through February 2, 1995 stating that the Plan, as
designed, is a qualified plan in accordance with Section
401(a) of the Internal Revenue Code, and its corresponding
trust is exempt from taxation under Section 501(a) of the
Code. The Plan Administrator believes the Plan is being
operated as designed and, therefore, maintains its tax-
qualified status.
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FRONTIER CORPORATION
BARGAINING UNIT EMPLOYEES'RETIREMENT SAVINGS PLAN
LINE 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES SCHEDULE I
- -------------------------------------------------------------------------------------
Current
Number value at
of December 31,
Description/Issuer shares Cost 1997
<S> <C> <C> <C>
Interests in Registered Investment Companies:
* Putnam Income Fund 242,986 $ 1,675,421 $ 1,727,633
* Putnam Global Growth Fund 249,269 2,576,424 2,482,722
* Putnam Voyager Fund 298,334 4,477,678 5,683,257
* Putnam Growth and Income Fund 3,801 78,553 74,266
* Putnam Asset Allocation Fund Balanced Portfolio 9,886 116,787 110,032
---------------------------
Total interests in registered investment companies 8,924,863 10,077,910
---------------------------
Common Trust:
* Putnam S & P 500 Index Fund 163,330 2,362,587 3,686,369
---------------------------
Common Stock:
* Frontier Corporation 527,728 12,210,750 12,698,452
---------------------------
Participant Loans:
Participant loan accounts (rate 6.0% - 11.5%)
(maturities range 1998 to 2009) 1,432,420 1,432,420
---------------------------
Insurance Company Pooled Separate Account:
Stable Value Fund 7,052,908 7,052,908
---------------------------
Total investments $31,983,528 $34,948,059
===========================
*DENOTES PARTY-IN-INTEREST
</TABLE>
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FRONTIER CORPORATION
BARGAINING UNIT EMPLOYEES'RETIREMENT SAVINGS PLAN
LINE 27d - SCHEDULE OF REPORTABLE TRANSACTIONS SCHEDULE II
- -----------------------------------------------------------------------------------------------------------------------------
Expense Current value
Number incurred of asset on Net
Identity of Description of Purchase Selling Lease with Cost of transaction gain
party involved of asset transactions price price rental transaction asset date (loss)
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Series of Transactions:
Putnam Voyager Fund* Registered
Investments 173 $1,922,332 N/A N/A N/A $1,922,332 $1,922,332
Putnam Voyager Fund* Registered
Investments 246 N/A $1,221,774 N/A N/A 1,084,833 1,221,774 $136,941
Stable Value Fund Insurance
Company
Pooled
Separate
Account 263 2,282,654 N/A N/A N/A 2,282,654 2,282,654
Stable Value Fund Insurance
Company
Pooled
Separate
Account 300 N/A 1,847,399 N/A N/A 1,847,399 1,847,399
Frontier Corporation* Common
Stock 193 4,341,869 N/A N/A N/A 4,341,869 4,341,869
Frontier Corporation* Common
Stock 261 N/A 1,922,389 N/A N/A 2,059,196 1,922,389 (136,807)
Putnam Global
Growth Fund* Registered
Investments 155 1,330,932 N/A N/A N/A 1,330,932 1,330,932
Putnam Global
Growth Fund* Registered
Investments 199 N/A 504,098 N/A N/A 463,294 504,098 40,804
Putnam S & P 500
Index Fund* Common
Trust 171 1,258,595 N/A N/A N/A 1,258,595 1,258,595
Putnam S & P 500
Index Fund* Common
Trust 175 N/A 561,113 N/A N/A 449,437 561,113 111,676
Plan Participants Participant
Loans 168 1,022,689 N/A N/A N/A 1,022,689 1,022,689
Plan Participants Participant
Loans 78 N/A 692,784 N/A N/A 692,784 692,784
*DENOTES PARTY-IN-INTEREST
</TABLE>
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the Trustees (or other persons who administer the
employee benefit plan) have duly caused this annual report to be
signed on its behalf by the undersigned thereunto duly
authorized.
FRONTIER CORPORATION
BARGAINING UNIT EMPLOYEES'
RETIREMENT SAVINGS PLAN
Date June 25, 1998 By: /s/ Martin T. McCue
------------------------
Martin T. McCue
Senior Vice President and
General Counsel
<PAGE>
EXHIBIT 23
Consent of Independent Accountants
We hereby consent to the incorporation by reference in the
Prospectus constituting part of the Registration Statement on
Form S-8 (File No. 33-52025) of Frontier Corporation of our
report dated April 24, 1998 appearing on page 2 of this Form
11-K.
/s/ Price Waterhouse LLP
Price Waterhouse LLP
Rochester, New York
June 25, 1998
