Proposed Transaction

WINCO, along with its affiliates and its parent, filed for bankruptcy on March 11, 2002 under Chapter 11 of the United States Bankruptcy Code in the United States District Court for the District of Colorado (Bankruptcy Court). The applicants have asked the Bankruptcy Court to approve the proposed transaction whereby WINCO's assets, customer base, and CPCNs will be acquired by SureWest.

The applicants represent that the transaction will be transparent to customers. Customers will continue to receive service under the same rates, terms and conditions, subject to any subsequent changes SureWest may make, in accordance with the Commission's requirements, after the transaction is approved. The applicants say that, absent the proposed acquisition, customers' service would likely be interrupted because of the bankruptcy. In addition, customers will receive notification of the transaction as required by the Commission.