Dobson Communications Reports First Quarter Net Income of $15.0 Million


OKLAHOMA CITY, May 5, 2003 (PRIMEZONE) -- Dobson Communications Corporation (Nasdaq:DCEL):


      -- Compares with $80.4 Million Net Loss in 1Q 2002 --

       -- EBITDA Increases 37.4 Percent to $63.9 Million --

   -- Further Reductions in Cash Cost Per User Increase EBITDA 
                     Margin to 46.3 Percent --

Dobson Communications Corporation reported net income of $15.0 million for its first quarter ended March 31, 2003, compared with a net loss of $80.4 million for the first quarter of the previous year.

Dobson recorded net income applicable to common shareholders of $18.1 million, or $0.20 per share, for the first quarter of 2003, after giving effect to the payment of non-cash dividends of $20.5 million on preferred stock (Table 1). This also included a gain of $23.6 million for the excess of face value over repurchase price of preferred stock, resulting from the repurchase, through a subsidiary of Dobson Communications, of $60.2 million (liquidation preference amount) of its 12.25% and 13% Senior Exchangeable Preferred Stock during the first quarter for approximately $36.6 million.

Net income applicable to common shareholders also included $3.6 million in income from discontinued operations, net of taxes, representing the results of Dobson's two California markets, which are expected to be exchanged for AT&T Wireless' (NYSE:AWE) Anchorage Metropolitan Service Area (MSA) and Alaska Rural Service Area 2. Dobson expects to complete the exchange in June 2003. Dobson's operating results for the first quarters of 2003 and 2002 do not include the results of operations from its California properties, which are now shown as "discontinued operations." Results for Anchorage MSA and AK RSA 2 will not be included in Dobson's results until the property swap is completed.

Dobson's results also do not include the operations of American Cellular Corporation (see below), which is jointly owned by Dobson and AT&T Wireless.

For last year's first quarter, Dobson recorded a net loss applicable to common shareholders of $103.4 million, or $1.13 per share, after non-cash dividends of $23.0 million on preferred stock. Last year's first quarter net loss also included non-operating charges of $7.5 million; income from discontinued operations and gains from the disposal of discontinued operations, net of taxes, totaling $102.0 million; and charges of $174.1 million that reflected the cumulative effects of a change in accounting principle, related to the adoption of SFAS No. 142.

"We performed at an exceptional level in the first quarter, continuing to grow the Company profitably," said Everett R. Dobson, president, chairman and chief executive officer. "Although sales continue to be somewhat slower than historical trends, we are continuing to see positive results from our focus on our most profitable customer segment -- postpaid, contract subscribers. Our success in maintaining ARPU and reducing cash cost per user is producing very strong growth in EBITDA and EBITDA margins."

Dobson continued to achieve strong increases in EBITDA and operating income in the first quarter. Its EBITDA of $63.9 million represented a 37.4 percent increase over first quarter 2002 EBITDA of $46.5 million. EBITDA margin on total revenue for the first quarter this year increased to 46.3 percent, compared with an EBITDA margin of 36.5 percent for the same quarter last year. The Company attributed its strengthened margins primarily to higher profitability on increased service revenues, a lower level of analog-to-digital migrations this year, and lower sales volumes that reduced variable sales and marketing expenses. (For definition of EBITDA, please see Table 1.) Again, Dobson's EBITDA does not include results from its California operations, which have been shown as discontinued operations.

Operating income for the first quarter was $42.8 million, compared with operating income of $27.2 million for the same quarter last year (Table 1).

As previously reported, Dobson had 38,700 gross subscriber additions (postpaid) for the first quarter of 2003, compared with 53,400 for the same quarter last year. Total net subscriber additions for the quarter were 10,300, reflecting postpaid customer churn of 1.6 percent. For the first quarter last year, Dobson reported 12,500 total net subscriber additions and churn of 2.2 percent.

Dobson generated total revenue of $138.1 million for the first quarter ended March 31, 2003, an increase of 8.5 percent over total revenue of $127.3 million for the same quarter last year. Local service revenue increased 10.2 percent to $87.3 million, compared with $79.2 million for the first quarter last year.

The Company's roaming revenue increased to $45.4 million from $44.0 million in the first quarter of 2002. Roaming traffic on the Dobson network was approximately 28 percent higher in the first quarter of 2003 than it was in the same period last year, while roaming yields declined due to contract rate changes in the Company's long-term agreements with its major roaming partners.

In the first quarter, Dobson once again sold a high percentage -- 68 percent of gross additions -- of calling plans that concentrate call traffic on its network and those of its major roaming partners, which enables Dobson to provide wireless service to its customers more profitably.

Average revenue per user (ARPU) for the first quarter of 2003 was just below $42, in line with ARPU for the same quarter last year.

Cash cost per user (CCPU) on a year-over-year basis was again reduced through a combination of lower average off-network MOUs (minutes of use) per customer; reduced rates on those minutes; and operating improvements that were achieved primarily by the Company's call center teams. First quarter CCPU was approximately $21, a reduction of 16 percent compared with CCPU of almost $24.50 for the same period last year. CCPU reflects the average monthly cost incurred in providing service to a subscriber and excludes subscriber acquisition costs and depreciation and amortization expenses.

Monthly profit per subscriber, or the difference between ARPU and CCPU, was approximately $20, or almost $4 higher for the first quarter of 2003 than it was for the same three months of the previous year.

Capital expenditures were approximately $17.4 million in the first quarter. The Company expects its total capital expenditures for 2003 to be approximately $100 million.

At March 31, 2003, Dobson had $264.1 million in unrestricted cash (Table 2) and approximately $7.1 million in restricted cash in escrow related to the four properties that Dobson sold to Verizon Wireless in early 2002. At the end of the quarter, Dobson Operating Co. had approximately $96 million in available borrowing capacity under its credit facility, while the Dobson/Sygnet subsidiary had approximately $27 million in available borrowing capacity under its facility.

During the first quarter, Dobson cancelled approximately 60,200 shares of preferred stock, representing approximately $60.2 million (liquidation preference amount) of repurchased 12.25% and 13% Senior Exchangeable Preferred Stock. The Company may from time to time continue to repurchase preferred stock or senior notes in open market or privately negotiated transactions at prices that the Company deems appropriate.

Dobson's current balance sheet continues to include $200 million in Dobson Series AA Preferred Stock, which is owned by AT&T Wireless. Upon the closing of the California for Alaska property swap, AT&T Wireless will transfer to Dobson all of its outstanding Series AA preferred stock, and at that time Dobson plans to cancel the issue. Completion of the swap remains subject to federal regulatory approvals and certain other normal closing conditions, all of which are expected to occur.

Dobson CC Limited Partnership

As previously disclosed, Dobson's principal stockholder, Dobson CC Limited Partnership (DCCLP) has a credit agreement with Bank of America, N.A. DCCLP has pledged certain assets, including securities that represent controlling interests in DCCLP and in Dobson Communications, against the loan. On March 31, 2003, DCCLP and Bank of America announced that they had reached an agreement in principle to amend and restructure the loan, and they extended the current term of the loan to allow further time for negotiations. The term of the loan has since been extended until the close of business on Wednesday, May 7, 2003.

Under the agreement in principle, DCCLP will maintain controlling interest in Dobson Communications, and any change of control risk (under the credit agreements, indentures and preferred stock provisions to which Dobson Communications and its subsidiaries are parties) arising from a subsequent default under the restructured loan would be permanently eliminated.

The restructuring agreement in principle is not binding on either party and is subject to the completion of definitive documentation. Dobson Communications can provide no assurance that DCCLP and Bank of America will complete the transactions provided for in the agreement in principle.

As previously disclosed, if a default were to occur under the current credit agreements, and if the bank lender elected to foreclose on the collateral, Dobson could experience a change of control.

As previously disclosed, upon a change of control, Dobson and its subsidiary, Dobson/Sygnet Communications Company (Dobson/Sygnet), would be required to offer to purchase each of their outstanding senior notes at 101% of the principal amount, plus accrued and unpaid interest. In addition, Dobson would be required to offer to purchase its outstanding senior preferred stock at 101% of the aggregate liquidation preference. It is unlikely that the two entities would have the funds necessary to complete these repurchases.

If either failed to complete the purchases of the tendered senior notes, the note holders or their indenture trustees would be entitled to accelerate the maturity of the senior notes. If Dobson failed to complete the purchase of its outstanding senior preferred stock, the holders of those two series of senior preferred stock would be entitled to elect two additional directors to Dobson's board of directors. The Dobson and Dobson/Sygnet credit facilities prohibit them from making the required offers to purchase.

A change of control would also constitute an event of default under the bank credit facilities of Dobson and Dobson/Sygnet, entitling the lenders to accelerate the maturity of credit facility debt.

American Cellular Corporation

American Cellular reported operating income of $26.9 million for the first quarter of 2003, compared with operating income of $18.8 million for the first quarter last year (Table 6).

American Cellular's EBITDA increased approximately 26 percent to $43.9 million for the quarter, compared with $34.8 million for the same period last year. EBITDA margin was 41.2 percent, compared with 34.8 percent in the first quarter last year.

American Cellular reported 38,500 gross subscriber additions for the first quarter, compared with 46,800 for the first quarter last year. Approximately 80 percent of American's first quarter gross subscriber additions represented sales of local and preferred calling plans.

Net subscriber additions for the quarter were 1,700, compared with 10,100 for the same quarter last year. American's churn for the first quarter was 2.0 percent, in line with the first quarter of 2002.

American reported total revenue of $106.5 million for the first quarter of 2003, an increase of 6.6 percent over $99.9 million for the same period last year. Local service revenue at the company was $75.2 million for the quarter, an increase of 7.1 percent over the total of $70.2 million for the same quarter of 2002.

Roaming revenue for the first quarter of 2003 was approximately $27.7 million, compared with $26.6 million for the same quarter last year.

ARPU for the first quarters of 2003 and 2002 was approximately $38. CCPU in the first quarter was approximately $20, compared with CCPU of approximately $22 for the same period last year. Monthly profit per subscriber, or the difference between ARPU and CCPU, was therefore approximately $2 higher for the first quarter of 2003 than it was for the same three months of the previous year.

American Cellular's capital expenditures were approximately $13.2 million in the first quarter. American expects total capital expenditures for 2003 to be approximately $60 million.

American Cellular had approximately $14.5 million unrestricted cash and $34.4 million in restricted cash on its balance sheet as of March 31, 2003.

Since June 30, 2002, American Cellular has not been in compliance with the total debt leverage ratio covenant in its bank credit facility. Consequently, American Cellular's bank lenders have the right, but not the obligation, to accelerate repayment of the outstanding balance of its credit facility, which at March 31, 2003, was approximately $879.6 million. To date, no such acceleration has occurred. American Cellular's management is discussing a potential reorganization with its bank lenders and with representatives of certain ACC bondholders.

American Cellular's debt is non-recourse to Dobson Communications and to American Cellular's other owner, AT&T Wireless.

Conference Call

Dobson plans to conduct a conference call to discuss its first quarter results on Tuesday, May 6, beginning at 9 a.m. ET (8 a.m. CT). On the conference call, the Company expects to discuss current market conditions and its operating outlook. The call will also be broadcast on the Internet.

Those interested may access the call by dialing:


 Conference call       (800) 818-5264
 Pass code             498021

The call may also be accessed via the Internet through the Investor Relations page of Dobson's web site at www.dobson.net. A replay of the call will be available later in the day via Dobson's web site or by phone.


 Replay                (888) 203-1112 
 Pass code             498021
 The replay will be available by phone for two weeks.

Dobson Communications is a leading provider of wireless phone services to rural and suburban markets in the United States. Headquartered in Oklahoma City, the rapidly growing Company owns or manages wireless operations in 17 states. For additional information on the Company and its operations, please visit its Web site at www.dobson.net.

This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These include, but are not limited to, statements regarding the Company's plans, intentions and expectations. Such statements are inherently subject to a variety of risks and uncertainties that could cause actual results to differ materially from those projected. These risks include, but are not limited to, increased levels of competition, shortages of key equipment, restrictions on the Company's ability to finance its growth and other factors. A more extensive discussion of the risk factors that could impact these areas and the Company's overall business and financial performance can be found in the Company's reports filed with the Securities and Exchange Commission. Given these concerns, investors and analysts should not place undue reliance on forward-looking statements.


 Table 1

 Dobson Communications Corporation
 Statements of Operations
                                            Three Months Ended
                                                 March 31,
                                       -----------------------------
                                           2003             2002
                                       ------------     ------------
                                ($ in thousands except per share data)

 Operating Revenue
  Service revenue                      $     87,305     $     79,216
  Roaming revenue                            45,400           43,969
  Equipment & other revenue                   5,388            4,076
                                       ------------     ------------
   Total                                    138,093          127,261
                                       ------------     ------------
 Operating Expenses
  (excluding depreciation &
  amortization)
  Cost of service                            32,775           36,840
  Cost of equipment                           9,032           10,104
  Marketing & selling                        14,458           16,398
  General & administrative                   17,921           17,408
                                       ------------     ------------
   Total                                     74,186           80,750
                                       ------------     ------------

 EBITDA (1)                                  63,907           46,511

  Depreciation & amortization               (21,114)         (19,288)
                                       ------------     ------------
 Operating income                            42,793           27,223

  Minority interest                          (1,619)          (1,416)
  Loss from investment in
   joint venture                               --             (7,223)
  Other income, net                           1,959            1,160
                                       ------------     ------------
 Income before interest &
   income taxes                              43,133           19,744
  Interest expense                          (24,659)         (28,685)
  Income tax (expense)
   benefit                                   (7,020)             653
                                       ------------     ------------
 Income (loss) from
  continuing operations                      11,454           (8,288)
 Discontinued operations:
  Income from discontinued
   operations, net of taxes                   3,592            7,255
  Loss from discontinued
   operations from investment
   in joint venture                            --               (327)
  Gain from disposal of
   discontinued operations,
   net of taxes                                --             88,315
  Gain from disposal of
   discontinued operations
   from investment in joint
   venture                                     --              6,736
                                       ------------     ------------
 Income before
  cumulative effect of
  change in accounting
  principle                                  15,046           93,691
   Cumulative effect of
    change in accounting
    principle, net of taxes                    --            (33,294)
   Cumulative effect of
    change in accounting
    principle from investment
    in joint venture                           --           (140,820)
                                       ------------     ------------
 Net Income (loss)                           15,046          (80,423)
  Dividends on preferred
   stock                                    (20,530)         (23,000)
  Excess of face value over
   repurchase price of
   preferred stock                           23,615             --
                                       ------------     ------------
 Net Income (loss)
  applicable to common
  shareholders                         $     18,131     $   (103,423)
                                       ============     ============
 Basic and diluted net income (loss)
  applicable to common
  shareholders per common
  share:
   Continuing operations               $       0.13     $      (0.09)
   Discontinued operations                     0.04             1.11
   Change in accounting
    principle                                  --              (1.90)
   Dividends on and
    redemption of preferred
    stock                                      0.03            (0.25)
                                       ------------     ------------
 Total basic and diluted
  net income (loss)
  applicable to common
  shareholders per common
  share                                $       0.20     $      (1.13)
                                       ============     ============
 Basic weighted average
  common shares outstanding              90,111,815       91,642,105
                                       ============     ============
 Diluted weighted average
  common shares outstanding              91,789,635       91,642,105
                                       ============     ============

 (1) EBITDA is defined as operating income excluding depreciation and
     amortization. EBITDA margin is defined as EBITDA as a percentage
     of our operating revenue. We believe EBITDA and EBITDA margin to
     be relevant and useful information as these are important
     performance measurements used by our management to measure the
     operating profits or losses of our business. In addition, EBITDA
     is a metric used to measure the performance of our management
     team and to determine how and where to invest additional capital
     or other resources.  EBITDA and EBITDA margin should be 
     considered in addition to, but not as a substitute for, other 
     measures of financial performance reported in accordance with 
     accounting principles generally accepted in the United States of
     America. EBITDA and EBITDA margin, as we have defined them, may 
     not be comparable to similarly titled measures reported by other
     companies.



 Table 2

 Dobson Communications Corporation
 Selected Balance Sheet and Statistical Data

 Balance Sheet Data:               March 31, 2003    December 31, 2002
                                   --------------    -----------------
                                   ($ in millions)    ($ in millions)

 Cash and cash equivalents             $  264.1             $  294.5
                                       ========             ========
 Total Debt:
  Dobson Operating Co.,
   L.L.C. credit facility              $  490.1             $  501.0
  Dobson/Sygnet credit facility           278.3                285.4
  DCC 10.875% Senior Notes, net           298.3                298.2
  Dobson/Sygnet Senior Notes              188.5                188.5
                                       --------             --------
    Total debt                         $1,255.2             $1,273.1
                                       ========             ========
 Preferred Stock:
  Series AA Preferred Stock,
   5.96%                               $  200.0             $  200.0
  Senior Exchangeable Preferred
   Stock, 12.25%, net (1)                 343.1                362.3
  Senior Exchangeable Preferred
   Stock, 13.00%, net (2)                 175.6                196.0
                                       --------             --------
    Total preferred stock              $  718.7             $  758.3
                                       ========             ========


                                Three Months Ended  Three Months Ended
                                   March 31, 2003      March 31, 2002
                                   --------------      --------------
                                  ($ in millions)      ($ in millions)

 Capital Expenditures:                 $   17.4             $   17.9
                                       ========             ========

 (1) Net of deferred financing costs of $(3.7) million and $(4.2)
     million and discount of $(7.4) million and $(8.4) million at
     March 31, 2003 and December 31, 2002, respectively.

 (2) Net of deferred financing costs of $(2.3) million and $(2.8)
     million at March 31, 2003 and December 31, 2002, respectively.



 Table 3

 Dobson Communications Corporation

 For the Quarter
 Ended          3/31/02    6/30/02    9/30/02    12/31/02   3/31/03
               ---------- ---------- ---------- ---------- ----------
                     ($ in thousands except per subscriber data)
                                    (unaudited)
 Operating
 Revenue
  Service
   revenue     $   79,216 $   86,867 $   89,700 $   86,717 $   87,305
  Roaming
   revenue         43,969     51,273     55,827     50,141     45,400
  Equipment &
   other
   revenue          4,076      4,205      5,531      4,382      5,388
               ---------- ---------- ---------- ---------- ----------
 Total            127,261    142,345    151,058    141,240    138,093
               ---------- ---------- ---------- ---------- ----------
 Operating
 Expenses
 (excluding
 depreciation &
 amortization)
  Cost of
   service         36,840     38,701     37,910     35,618     32,775
  Cost of
   equipment       10,104     10,341     11,298     10,401      9,032
  Marketing &
   selling         16,398     17,457     17,683     16,022     14,458
  General &
   adminis-
   trative         17,408     17,653     18,617     18,734     17,921
               ---------- ---------- ---------- ---------- ----------
 Total             80,750     84,152     85,508     80,775     74,186
               ---------- ---------- ---------- ---------- ----------

 EBITDA (1)        46,511     58,193     65,550     60,465     63,907
               ---------- ---------- ---------- ---------- ----------

  Depreciation &
   amortization   (19,288)   (20,156)   (20,876)   (19,730)   (21,114)
               ---------- ---------- ---------- ---------- ----------
 Operating
  Income       $   27,223 $   38,037 $   44,674 $   40,735 $   42,793
               ========== ========== ========== ========== ==========

 Pops           5,711,500  5,711,500  5,711,500  5,711,500  5,711,500

 Post-paid
  Gross Adds       53,400     56,700     55,000     53,600     38,700
  Net Adds         11,100     23,800     15,400     17,900      4,800
  Subscribers     623,700    647,500    662,900    680,800    685,600
  Churn               2.2%       1.7%       2.0%       1.8%       1.6%
  Average
   Service
   Revenue per
   Subscriber 
    (ARPU)     $       42 $       45 $       45 $       42 $       42
  Average
   Service
   and Roaming
   Revenue per
   Subscriber  $       66 $       72 $       74 $       67 $       64

 Pre-paid
  Net Adds          2,000     (3,800)    (4,200)    (1,100)     2,300
  Subscribers      15,500     11,700      7,500      6,400      8,700

 Reseller
  Net Adds           (600)       100      3,500      1,900      3,200
  Subscribers      15,900     16,000     19,500     21,400     24,600

 Total
  Net Adds         12,500     20,100     14,700     18,700     10,300
  Subscribers     655,100    675,200    689,900    708,600    718,900
  Penetration        11.5%      11.8%      12.1%      12.4%      12.6%


 (1) Includes $1.7 million, $1.8 million, $1.9 million, $1.8 million
     and $1.9 million of EBITDA for the quarters ended March 31, 2002,
     June 30, 2002, September 30, 2002, December 31, 2002 and March
     31, 2003, respectively, related to minority interests.



 Table 4

 Dobson Operating Company LLC

 For the Quarter
 Ended           3/31/02   6/30/02    9/30/02    12/31/02   3/31/03
                    ($ in thousands except per subscriber data)
                                    (unaudited)
 Operating
 Revenue
  Service
   revenue     $   45,043 $   49,576 $   50,583 $   48,957 $   48,997
  Roaming
   revenue         33,650     38,757     42,631     37,826     34,646
  Equipment &
   other
   revenue          2,707      2,907      3,451      2,720      4,203
               ---------- ---------- ---------- ---------- ----------
 Total             81,400     91,240     96,665     89,503     87,846
               ---------- ---------- ---------- ---------- ----------
 Operating
 Expenses
 (excluding
 depreciation &
 amortization)
  Cost of
   service         25,887     27,112     26,627     24,770     23,294
  Cost of
   equipment        5,676      5,910      6,321      6,301      5,451
  Marketing &
   selling         10,364     10,975     11,217      9,770      9,397
  General &
   adminis-
   trative         10,593     10,504     11,120     10,952      9,951
               ---------- ---------- ---------- ---------- ----------
 Total             52,520     54,501     55,285     51,793     48,093
               ---------- ---------- ---------- ---------- ----------

 EBITDA (1)        28,880     36,739     41,380     37,710     39,753
               ---------- ---------- ---------- ---------- ----------

  Depreciation &
   amortization   (12,352)   (12,838)   (13,232)   (12,589)   (13,408)
               ---------- ---------- ---------- ---------- ----------
 Operating
  Income       $   16,528 $   23,901 $   28,148 $   25,121 $   26,345
               ========== ========== ========== ========== ==========

 Pops           3,353,800  3,353,800  3,353,800  3,353,800  3,353,800

 Post-paid
  Gross Adds       31,500     34,700     33,000     31,700     24,400
  Net Adds          7,200     14,000      6,100      7,400      1,300
  Subscribers     335,200    349,200    355,300    362,700    364,000
  Churn               2.3%       2.0%       2.5%       2.3%       2.1%
  Average
   Service
   Revenue per
   Subscriber
   (ARPU)       $       44 $       47 $       47 $       45 $       44
  Average
   Service and
   Roaming
   Revenue per
   Subscriber  $       78 $       85 $       87 $       80 $       76

 Pre-paid
  Net Adds          1,900     (3,700)    (4,200)    (1,400)     1,500
  Subscribers      14,800     11,100      6,900      5,500      7,000

 Reseller
  Net Adds           (900)       500      3,800      2,100      3,100
  Subscribers      10,500     11,000     14,800     16,900     20,000

 Total
  Net Adds          8,200     10,800      5,700      8,100      5,900
  Subscribers     360,500    371,300    377,000    385,100    391,000
  Penetration        10.7%      11.1%      11.2%      11.5%      11.7%


 (1) Includes $1.7 million, $1.8 million, $1.9 million, $1.8 million
     and $1.9 million of EBITDA for the quarters ended March 31, 2002,
     June 30, 2002, September 30, 2002, December 31, 2002 and March
     31, 2003, respectively, related to minority interests.



 Table 5

 Dobson/Sygnet Communications Company


 For the Quarter
 Ended           3/31/02   6/30/02    9/30/02   12/31/02    3/31/03
                    ($ in thousands except per subscriber data)
                                    (unaudited)
 Operating
 Revenue
  Service
   revenue     $   34,076 $   37,097 $   39,118 $   37,760 $   38,308
  Roaming
   revenue         10,319     12,516     13,196     12,315     10,753
  Equipment &
   other
   revenue          1,370      1,298      2,079      1,662      1,650
               ---------- ---------- ---------- ---------- ----------
 Total             45,765     50,911     54,393     51,737     50,711
               ---------- ---------- ---------- ---------- ----------

 Operating
 Expenses
 (excluding
 depreciation &
 amortization)
  Cost of
   service         10,953     11,589     11,284     10,847      9,946
  Cost of
   equipment        4,428      4,431      4,977      4,100      3,581
  Marketing &
   selling          6,035      6,482      6,465      6,252      5,061
  General &
   adminis-
   trative          6,510      6,980      7,326      7,695      7,963
               ---------- ---------- ---------- ---------- ----------
 Total             27,926     29,482     30,052     28,894     26,551
               ---------- ---------- ---------- ---------- ----------

 EBITDA            17,839     21,429     24,341     22,843     24,160
               ---------- ---------- ---------- ---------- ----------

  Depreciation &
   amortization    (6,740)    (7,011)    (7,244)    (7,424)    (7,586)
               ---------- ---------- ---------- ---------- ----------
 Operating
  Income       $   11,099 $   14,418 $   17,097 $   15,419 $   16,574
               ========== ========== ========== ========== ==========

 Pops           2,357,700  2,357,700  2,357,700  2,357,700  2,357,700

 Post-paid
  Gross Adds       21,900     22,000     22,000     21,900     14,300
  Net Adds          3,900      9,800      9,300     10,500      3,500
  Subscribers     288,500    298,300    307,600    318,100    321,600
  Churn               2.1%       1.4%       1.4%       1.2%       1.1%
  Average
   Service
   Revenue per
   Subscriber
   (ARPU)      $       39 $       42 $       43 $       40 $       40
  Average
   Service and
   Roaming
   Revenue per
   Subscriber  $       51 $       56 $       57 $       53 $       51

 Pre-paid
  Net Adds            100       (100)         0        300        800
  Subscribers         700        600        600        900      1,700

 Reseller
  Net Adds            300       (400)      (300)      (200)       100
  Subscribers       5,400      5,000      4,700      4,500      4,600

 Total
  Net Adds          4,300      9,300      9,000     10,600      4,400
  Subscribers     294,600    303,900    312,900    323,500    327,900
  Penetration        12.5%      12.9%      13.3%      13.7%      13.9%



 Table 6

 American Cellular Corporation

 For the Quarter
 Ended           3/31/02   6/30/02    9/30/02    12/31/02   3/31/03
                     ($ in thousands except per subscriber data)
                                    (unaudited)
 Operating
 Revenue
  Service
   revenue     $   70,187 $   76,260 $   79,430 $   76,267 $   75,176
  Roaming
   revenue         26,593     35,592     40,237     32,725     27,680
  Equipment &
   other
   revenue          3,103      3,958      4,535      3,943      3,634
               ---------- ---------- ---------- ---------- ----------
     Total         99,883    115,810    124,202    112,935    106,490
               ---------- ---------- ---------- ---------- ----------

 Operating
 Expenses
 (excluding
 depreciation &
 amortization)
  Cost of
   service         27,374     29,273     28,392     25,372     23,569
  Cost of
   equipment        7,446      7,704      9,053     10,003      8,909
  Marketing &
   selling         13,574     14,813     15,031     14,205     12,391
  General &
   adminis-
   trative         16,682     16,956     18,396     18,258     17,694
               ---------- ---------- ---------- ---------- ----------
    Total          65,076     68,746     70,872     67,838     62,563
               ---------- ---------- ---------- ---------- ----------

 EBITDA            34,807     47,064     53,330     45,097     43,927
               ---------- ---------- ---------- ---------- ----------

  Depreciation &
   amortization   (15,982)   (16,763)   (16,951)   (17,050)   (17,004)
               ---------- ---------- ---------- ---------- ----------
 Operating
  Income       $   18,825 $   30,301 $   36,379 $   28,047 $   26,923
               ========== ========== ========== ========== ==========

 Pops           4,997,000  4,997,000  4,997,000  4,997,000  4,997,000

 Post-paid
  Gross Adds       46,800     48,700     49,900     53,000     38,500
  Net Adds         10,100     16,400     11,200     14,800       (200)
  Subscribers     615,400    631,800    643,000    657,800    657,600
  Churn               2.0%       1.7%       2.0%       2.0%       2.0%
  Average
   Service
   Revenue per
   Subscriber
   (ARPU)      $       38 $       40 $       41 $       39 $       38
  Average
   Service and
   Roaming
   Revenue per
   Subscriber  $       52 $       59 $       62 $       55 $       52

 Pre-paid
  Net Adds           (200)      (200)      (300)       900      1,700
  Subscribers       4,500      4,300      4,000      4,900      6,600

 Reseller
  Net Adds            200       (500)     4,300      1,600        200
  Subscribers      22,300     21,800     26,100     27,700     27,900

 Total
  Net Adds         10,100     15,700     15,200     17,300      1,700
  Subscribers     642,200    657,900    673,100    690,400    692,100
  Penetration        12.9%      13.2%      13.5%      13.8%      13.9%


            

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