Cincinnati Bell 2006 Annual Report Download - page 14

Cincinnati Bell Inc. is a full-service local provider of data and voice communications services and
equipment and a regional provider of wireless and long distance communications services. The Company
provides telecommunications services on its owned local and wireless networks with a well-regarded brand name
and reputation for service.
QUESTIONS AND ANSWERS ABOUT THE PROXY MATERIALS AND THE ANNUAL MEETING
Q: Why am I receiving these proxy materials?
A: The Company’s Board of Directors (the “Board”) is providing these proxy materials to you in connection with
the Annual Meeting of Shareholders, which will take place on May 3, 2007. As a shareholder, you are invited to
attend the meeting and are entitled to vote on the proposals described in this Proxy Statement.
Q: What information is contained in the package of materials that I received?
A: This combined Proxy Statement, Annual Report on Form 10-K for the year ended December 31, 2006, which
includes our 2006 consolidated financial statements, and Summary Annual Report 2006 includes information
relating to the proposals to be voted on at the meeting, the voting process, the compensation of directors and
certain officers, and certain other information required by the rules and regulations of the Securities and
Exchange Commission (the “SEC”) and the rules and listing standards of the New York Stock Exchange (the
“NYSE”). Also enclosed is a proxy card or voting instruction card for your use in voting.
Q: What proposals will be voted on at the meeting?
A: There are currently four proposals scheduled to be voted on at the meeting: the election of three Class II
directors to serve three-year terms ending in 2010; the ratification of the appointment of Deloitte & Touche LLP,
the member firms of Deloitte Touche Tohmatsu, and their respective affiliates (collectively, “Deloitte & Touche
LLP”) as the independent registered public accounting firm (“Independent Accountants”) to audit the financial
statements of the Company for the year 2007; the approval of the Cincinnati Bell Inc. 2007 Long Term Incentive
Plan; and the approval of the Cincinnati Bell Inc. 2007 Stock Option Plan for Non-Employee Directors.
Q: What is the Board of Directors’ voting recommendation?
A: The Board recommends that you vote your shares “FOR” each of the nominees to the Board, “FOR” the
ratification of the appointment of Deloitte & Touche LLP as Independent Accountants to audit the financial
statements of the Company for the year 2007, “FOR” the approval of the Cincinnati Bell Inc. 2007 Long Term
Incentive Plan, and “FOR” the approval of the Cincinnati Bell Inc. 2007 Stock Option Plan for Non-Employee
Directors.
Q: What shares can I vote?
A: You may vote all Company common shares and 6
3
⁄ 4 % Cumulative Convertible Preferred Shares that you own
as of the close of business on the Record Date. These shares include: (i) shares held directly in your name as the
shareholder of record, including common shares purchased through the Cincinnati Bell Employee Stock Purchase
Plan; (ii) shares held by a Company employee or director plan that have been credited to your account under such
plans; and (iii) shares held for you as the beneficial owner through a broker or other nominee.
Q: What is the difference between holding shares as a shareholder of record and as a beneficial owner?
A: Many Cincinnati Bell shareholders hold their shares through a broker or other nominee rather than directly in
their own name. As summarized below, there are some distinctions between shares held of record and those
owned beneficially.
Shareholder of Record
If your shares are registered directly in your name with Cincinnati Bell’s transfer agent, Computershare
Investor Services, LLC, you are considered the shareholder of record for those shares, and Cincinnati Bell is
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