Lumen Technologies, Inc. — Director's Dealing 2010

Mar 10, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CENTURYTEL INC (CTL)
CIK: 0000018926
Period of Report: 2010-03-08

Reporting Person: GOFF STACEY W (Sr. VP, Gen. Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-03-08	Common Stock	A	31715	—	Acquired	112162	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-03-08	Performance-based Restricted Stock Units	$0	A	15858	Acquired		Common Stock (15858)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1348.9648	Indirect
Common Stock	1974.2351	Indirect
Common Stock	435.529	Indirect

Footnotes

F1: One-half of grant is time-vested and one-half is performance-based vesting.

F2: Each unit represents a contingent right to receive a share of CenturyTel, Inc. common stock. Up to one-half of the units vest on March 15, 2012 based upon CenturyTel, Inc.'s total relative shareholder return for 2010 and 2011 and up to one-half vest on March 15, 2013 based upon CenturyTel, Inc.'s total relative shareholder return for 2010, 2011 and 2012.