Dobson Communications Increases Third Quarter 2005 EBITDA by 25.5 Percent Over Third Quarter 2004


OKLAHOMA CITY, Oct. 31, 2005 (PRIMEZONE) -- Dobson Communications Corporation (Nasdaq: DCEL) today reported a net loss applicable to common shareholders of $65.9 million, or $0.45 per share, for the third quarter ended September 30, 2005. (See Table 1.) The third quarter's net loss included income tax expense (non-cash) of $1.2 million and a $66.4 million loss on redemption and repurchases of mandatorily redeemable preferred stock, which resulted from Dobson's repurchase of 70 percent of its outstanding 12.25% and 13% senior exchangeable preferred stock in an exchange for cash and Class A common stock ("the Exchange"). (See below.) For the third quarter of 2004, Dobson reported a net loss applicable to common shareholders of $13.5 million, or $0.10 per share, which included an income tax benefit of $5.6 million.

Total revenue was $315.8 million for the third quarter of 2005, an increase of 15.9 percent over total revenue of $272.4 million for the same period last year.

Third quarter roaming revenue of $80.4 million was 29.3 percent higher than roaming revenue of $62.2 million for the third quarter of 2004.

Dobson reported EBITDA of $119.5 million for the third quarter of 2005, an increase of 25.5 percent over EBITDA of $95.1 million for the third quarter of 2004. Please see Table 3 for the reconciliation of EBITDA to GAAP measures.

Operating income for the third quarter of 2005 was $71.8 million, an increase of 57.1 percent over operating income of $45.7 million for the third quarter of 2004.

Dobson's third quarter 2005 operations reflect the acquisition of RFB Cellular, Inc. in late 2004.

Operating Trends

Dobson increased its total average service revenue per unit (ARPU) to $46.77 for the third quarter of 2005, compared with $45.28 in the second quarter of 2005 and $41.20 in the third quarter of 2004. Dobson includes revenue from postpaid, prepaid and reseller customers in its total ARPU calculation.

Average customer usage per month was 630 minutes of use (MOUs) for the third quarter of 2005, compared with 594 MOUs for the second quarter of 2005 and 502 MOUs for the third quarter of 2004.

Roaming MOUs on the Dobson network were 669 million for the third quarter of 2005, reflecting a year-over-year increase of 44 percent in roaming traffic on a same-store basis, including acquisitions. GSM roaming accounted for approximately 85 percent of all roaming MOUs in the third quarter, compared with 79 percent of Dobson's total roaming MOUs for the second quarter and 70 percent of for the first quarter of 2005.

Dobson reported approximately 131,400 total gross subscriber additions for the third quarter of 2005, in line with the second quarter of 2005 and compared with approximately 121,600 gross subscriber additions in the third quarter of 2004.

Postpaid customer churn was 2.82 percent for the third quarter of 2005, compared with 2.25 percent for the second quarter of 2005 and 2.05 percent for the third quarter of 2004.

The Company's subscriber base declined by 24,100 customers in the third quarter of 2005, compared with a net subscriber loss of approximately 1,100 in the second quarter of 2005 and an increase of approximately 1,200 in the third quarter of 2004. Consequently, as of September 30, 2005, the Company's total subscriber base was approximately 1,565,900.

At the end of the third quarter of 2005, approximately 910,900 of Dobson's customers, or 58 percent of its subscriber base, were on GSM calling plans. This compares with 47 percent at the end of the second quarter and 35 percent at the end of the first quarter of 2005. During the third quarter of 2005, approximately 101,400 of the Company's TDMA subscribers migrated to GSM calling plans, compared with 109,800 in the second quarter and 91,600 migrations in the first quarter of 2005.

Capital expenditures were approximately $36.9 million in the third quarter of 2005, bringing its year-to-date capital expenditures to $113.2 million. During the third quarter of 2005, the Company built 40 cell sites, bringing the total built since January 1, 2005 to 139. The Company plans to build an additional 60 sites in the fourth quarter of 2005. Dobson also recently announced agreements to purchase additional PCS spectrum over its operating footprint in 12 states, which will support further improvements in customer service levels.

The Company ended the third quarter of 2005 with $191.8 million in cash and cash equivalents and $298.5 million in restricted cash and investments. (See Table 2.) The Company used $53.3 million in cash in the preferred exchange transaction during the quarter. On October 17, 2005, the Company used $294.0 million in restricted cash and additional unrestricted cash to redeem the entire $299.0 million outstanding principal amount of its 10.875% senior notes due 2010, plus accrued interest and the applicable redemption premium.

Also in October, Dobson completed the final portion of the previously announced sale and leaseback of cellular towers to Global Tower Partners. This portion of the transaction comprised the sale of 56 cell towers for $8.8 million.

Third Quarter 2005 Conference Call

On Tuesday, November 1, 2005, Dobson plans to conduct its third quarter earnings conference call beginning at 8:00 a.m. CT (9:00 a.m. ET).

Along with third quarter results, Dobson plans to comment on its guidance for 2005. The Company is today reaffirming its guidance that total outcollect roaming yield should average approximately 11.5 cents for the final three quarters of 2005. Outcollect roaming yield was 12.0 cents in the third quarter of 2005, as compared with 11.8 cents in the second quarter. Dobson expects roaming yield for the fourth quarter to be in a range of 10.5-to-11 cents, based on the anticipated regional mix of roaming traffic in the fourth quarter and continued declines in TDMA and analog roaming traffic.

Dobson is also reaffirming its 2005 EBITDA guidance range of $400 million to $415 million. Based on its current outlook for gross subscriber additions in the year-end holiday season, the Company expects that 2005 EBITDA will be at the midpoint to upper end of the guided range.

Investors may listen by phone or via web-cast on Dobson's web site at www.dobson.net. Those interested may access the call by dialing:



 Conference call       (866) 564-7444
 Pass code             4413760

 A call replay will be available later for two weeks via Dobson's
 website or by phone.

 Replay number         (888) 203-1112 
 Pass code             4413760

For further analysis of third quarter results, please see the Company's quarterly report on Form 10-Q.

Dobson Communications is a leading provider of wireless phone services to rural and suburban markets in the United States. Headquartered in Oklahoma City, the Company owns wireless operations in 16 states. For additional information, 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 or other factors that inhibit the growth of its subscriber base; shortages of key network equipment and/or handsets; restrictions on the Company's ability to finance its growth; accelerated migrations to GSM by the Company's customers, which would increase equipment costs; changes in the Company's roaming agreements that could affect revenue and/or earnings expectations; technology changes; 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 and other filings 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       Nine Months Ended
                          September 30,            September 30,
                    ------------------------  ------------------------
                        2005         2004        2005         2004
                    -----------  -----------  -----------  -----------
                          ($ in thousands except per share data)
                                       (unaudited)
 Operating Revenue
  Service revenue   $   221,311  $   198,740  $   643,377  $   569,728
  Roaming revenue        80,430       62,221      195,009      154,902
  Equipment and
   other revenue         14,078       11,438       46,857       33,923
                    -----------  -----------  -----------  -----------
    Total               315,819      272,399      885,243      758,553
                    -----------  -----------  -----------  -----------
 Operating Expenses
  (excluding
  depreciation and
  amortization)
   Cost of service
    (exclusive of
     depreciation and
     amortization
     shown separately
     below)              77,950       69,299      219,214      185,457
   Cost of equipment     32,156       30,242       96,777       81,647
   Marketing and
    selling              35,535       32,816      105,484       95,763
   General and
    administrative       50,725       44,893      144,844      131,725
                    -----------  -----------  -----------  -----------
     Total              196,366      177,250      566,319      494,592
                    -----------  -----------  -----------  -----------

 EBITDA(a)              119,453       95,149      318,924      263,961
  Depreciation and
   amortization         (49,102)     (49,456)    (151,012)    (141,539)
  Gain on disposition
   of operating
   assets                 1,432           --        2,371           --
                    -----------  -----------  -----------  -----------
 Operating income        71,783       45,693      170,283      122,422
  Interest expense      (62,457)     (54,456)    (184,457)    (161,477)
  (Loss) gain on
   redemption and
   repurchases of
   mandatorily
   redeemable
   preferred stock      (66,383)       1,410      (66,383)       6,478
  Dividends on
   mandatorily
   redeemable
   preferred stock       (5,464)      (8,290)     (21,391)     (25,197)
  Other income, net       2,633          511        2,611        2,230
  Gain from
   extinguishment of
   debt                      --           --           --        5,739
  Minority interests
   in income of
   subsidiaries          (2,347)      (1,512)      (6,823)      (3,514)
                    -----------  -----------  -----------  -----------
 Loss before
  income taxes          (62,235)     (16,644)    (106,160)     (53,319)
   Income tax
    (expense) benefit    (1,196)       5,636        9,443       13,139
                    -----------  -----------  -----------  -----------
 Loss from continuing
  operations            (63,431)     (11,008)     (96,717)     (40,180)
 Discontinued
 operations:
  Income from
   discontinued
   operations, net of
   taxes(b)                  --           --           --          443
                    -----------  -----------  -----------  -----------
 Net loss               (63,431)     (11,008)     (96,717)     (39,737)
  Dividends on
   preferred stock       (2,419)      (2,473)      (6,708)      (6,190)
                    -----------  -----------  -----------  -----------
 Net loss applicable
  to common
  stockholders      $   (65,850) $   (13,481) $  (103,425) $   (45,927)
                    ===========  ===========  ===========  ===========

 Basic and diluted
  net loss applicable
  to common stock-
  holders per common
  share             $     (0.45) $     (0.10) $     (0.75) $     (0.34)
                    ===========  ===========  ===========  ===========
  Basic and diluted
   weighted average
   common shares
   outstanding      146,485,519  133,790,430  138,173,375  133,763,531
                    ===========  ===========  ===========  ===========

 (a) EBITDA is defined as loss from continuing operations before
     gain on disposition of operating assets, depreciation and
     amortization, interest expense, (loss) gain on redemption and
     repurchases of mandatorily redeemable preferred stock, dividends
     on mandatorily redeemable preferred stock, other income, net,
     gain from extinguishment of debt, minority interests in income of
     subsidiaries and income tax (expense) benefit. We believe that
     EBITDA provides meaningful additional information concerning a
     company's operating results and its ability to service its
     long-term debt and other fixed obligations and to fund its
     continued growth. Many financial analysts consider EBITDA to be a
     meaningful indicator of an entity's ability to meet its future
     financial obligations, and they consider growth in EBITDA to be
     an indicator of future profitability, especially in a
     capital-intensive industry such as wireless telecommunications.
     You should not construe EBITDA as an alternative to net loss as
     determined in accordance with GAAP, as an alternative to cash
     flows from operating activities as determined in accordance with
     GAAP or a measure of liquidity. Because EBITDA is not calculated
     in the same manner by all companies, it may not be comparable to
     other similarly titled measures of other companies.


 (b) Operating results from income from discontinued operations:

                       Three Months Ended        Nine Months Ended
                          September 30,             September 30,
                    ------------------------  ------------------------
                        2005         2004         2005        2004
                    -----------  -----------  -----------  -----------
    Service revenue $     --     $     --     $     --     $     2,383
    Roaming revenue       --           --           --           1,067
    Equipment and
     other revenue        --           --          --              106
                    -----------  -----------  -----------  -----------
      Total operating
       revenue            --           --          --            3,556
                    -----------  -----------  -----------  -----------
    Cost of service
     (exclusive of
     depreciation and
     amortization
     shown separately
     below)               --           --          --              824
    Cost of equipment     --           --          --              235
    Marketing and
     selling              --           --          --              605
    General and
     administrative       --           --          --              529
                    -----------  -----------  -----------  -----------
      Total operating
       expenses (ex-
       cluding depre-
       ciation and
       amortization)      --           --           --           2,193
                    -----------  -----------  -----------  -----------
    EBITDA                --           --           --           1,363
                    -----------  -----------  -----------  -----------
    Depreciation and
     amortization         --           --           --            (647)
    Interest expense
     and other            --           --           --              (2)
    Income tax
     expense              --           --           --            (271)
                    -----------  -----------  -----------  -----------
    Income from dis-
     continued
     operations     $     --     $     --     $     --     $       443
                    ===========  ===========  ===========  ===========


 Table 2

 Dobson Communications Corporation
 Selected Balance Sheet and Statistical Data

                                             Sept. 30,         Dec. 31,
 Balance Sheet Data:                           2005              2004
                                             --------          --------
                                                  ($ in millions)
                                                     (unaudited)
 Cash and cash equivalents
  (unrestricted)(a)                          $  191.8          $  139.9
 Restricted cash and investments(b)          $  298.5          $   10.4
 Marketable securities                       $     --          $   39.0

 Total Debt:
  DCC Senior Floating Rate Notes             $  150.0          $     --
  DCC Senior Convertible Debentures(c)          150.0                --
  DCS 8.375% Senior Notes                       250.0             250.0
  DCS 9.875% Senior Notes                       325.0             325.0
  DCS Floating Rate Senior Notes                250.0             250.0
  DCC 10.875% Senior Notes, net(b)              297.9             297.7
  DCC 8.875% Senior Notes                       419.7             419.7
  ACC 9.5% Senior Notes, net                     14.5              13.7
  ACC 10.0% Senior Notes                        900.0             900.0
                                             --------          --------
   Total debt                                $2,757.1          $2,456.1
                                             ========          ========

 Preferred Stock:
  Senior Exchangeable Preferred
   Stock, 12.25%, net(d)(f)                      13.7              44.6
  Senior Exchangeable Preferred
   Stock, 13.00%, net (e)(f)                     57.5             191.5
  Series F Preferred Stock                      135.3             122.5
                                             --------          --------
   Total preferred stock                     $  206.5          $  358.6
                                             ========          ========

                                                 Nine Months Ended
                                                    September 30,
                                             --------------------------
                                               2005              2004
                                             --------          --------
                                                  ($ in millions)

 Capital Expenditures:                       $  113.2          $  117.8
                                             ========          ========

 (a) Includes $55.7 million and $41.5 million of cash and cash
     equivalents from American Cellular at September 30, 2005 and
     December 31, 2004, respectively.
 (b) Includes $294.0 million of net proceeds from the new senior
     floating rate notes and the senior convertible debentures, which
     was used, along with cash on hand, to pay the redemption price of
     the entire $299.0 million outstanding principal amount of the
     Company's 10.875% senior notes on October 17, 2005.
 (c) On October 13, 2005 the initial purchasers of the Company's
     $150.0 million principal amount of senior convertible debentures
     due 2025 exercised their right to purchase an additional $10.0
     million principal amount of debentures. As of October 13, 2005,
     the aggregate principal amount of senior convertible debentures
     outstanding was $160.0 million.
 (d) Net of deferred financing costs of $(0.9) million at December
     31, 2004, and a discount of $(0.2) million and $(0.7) million at
     September 30, 2005 and December 31, 2004, respectively.
 (e) Net of deferred financing costs of $(0.3) million and $(1.4)
     million at September 30, 2005 and December 31, 2004,
     respectively.
 (f) On October 4, 2005, the Company entered into agreements with
     certain holders of its 12.25% preferred stock and its 13%
     preferred stock under which the holders have agreed to exchange
     8,700 shares of 12.25% preferred stock and 30,021 shares of 13%
     preferred stock for 5,982,040 shares of the Company's Class A
     common stock and cash consideration of $1.6 million. As a result,
     the aggregate outstanding liquidation preference of the 12.25%
     preferred stock and the 13% preferred stock will decrease from
     $71.7 million to $33.0 million.


 Table 3

 Dobson Communications Corporation

                              For the Quarter Ended
            ----------------------------------------------------------
            9/30/2005   6/30/2005   3/31/2005   12/31/2004  9/30/2004
            ----------  ----------  ----------  ----------  ----------
                       ($ in thousands except per subscriber data)
 Operating                            (unaudited)
  Revenue
   Service
    revenue $  221,311  $  215,984  $  206,082  $  201,882  $  198,740
   Roaming
    revenue     80,430      61,149      53,430      53,252      62,221
   Equipment
    and other
    revenue     14,078      20,533      12,246       9,794      11,438
            ----------  ----------  ----------  ----------  ----------
     Total     315,819     297,666     271,758     264,928     272,399
            ----------  ----------  ----------  ----------  ----------
 Operating
  Expenses
  (excluding
  depreciation
   and
  amortization)
 Cost of
  service       77,950      68,965      72,299      69,851      69,299
 Cost of
  equipment     32,156      34,255      30,366      27,321      30,242
 Marketing and
  selling       35,535      35,855      34,094      32,927      32,816
 General and
  adminis-
  trative       50,725      49,308      44,811      47,800      44,893
            ----------  ----------  ----------  ----------  ----------
  Total        196,366     188,383     181,570     177,899     177,250
            ----------  ----------  ----------  ----------  ----------
 EBITDA
  (a)(b)    $  119,453  $  109,283  $   90,188  $   87,029  $   95,149
            ==========  ==========  ==========  ==========  ==========

 Pops       11,854,000  11,757,400  11,757,400  11,757,400  11,436,800

 Post-paid
  Gross Adds    84,800      87,600      77,400      69,500      83,200
  Net Adds     (34,500)     (9,000)    (28,500)    (33,100)     (7,500)
  Sub-
   scribers  1,392,700   1,426,600   1,435,600   1,464,100   1,472,600
 Churn             2.8%        2.3%        2.4%        2.3%        2.0%
 Average
  Service
  Revenue per
  Subscriber
  (ARPU)    $    51.10  $    49.20  $    46.36  $    45.26  $    43.92

 Pre-paid
  Gross Adds    21,600      20,700      19,200      16,300      14,500
  Net Adds       3,300       5,300       3,900        (400)       (200)
  Subscribers   58,800      55,500      50,200      46,300      45,100

 Reseller
  Gross Adds    25,000      23,200      25,400      26,500      23,900
  Net Adds       7,100       2,600       5,800       7,900       8,900
  Subscribers  114,400     107,300     104,700      98,900      91,000

 Total
  Gross Adds   131,400     131,500     122,000     112,300     121,600
  Net Adds     (24,100)     (1,100)    (18,800)    (25,600)      1,200
  Sub-
   scribers  1,565,900   1,589,400   1,590,500   1,609,300   1,608,700
  ARPU       $   46.77  $    45.28  $    42.94  $    42.17  $    41.20
  Penetration     13.2%       13.5%       13.5%       13.7%       14.1%

 (a) Includes $2.7 million, $3.1 million, $2.3 million, $1.8
     million, and $1.9 million of EBITDA for the quarters ended
     September 30, 2005, June 30, 2005, March 31, 2005, December 31,
     2004, and September 30, 2004 respectively, related to minority
     interests.
 (b) A reconciliation of EBITDA to loss from continuing operations
     as determined in accordance with generally accepted accounting
     principles is as follows:

 Loss from
  continuing
  operations  $(63,431)   $(10,029)   $(23,257)   $(11,883)   $(11,008)
 Add back non-
  EBITDA items
  included in
  loss from
  continuing
  operations:
 Depreciation
   and
  amortization (49,102)    (50,340)    (51,570)    (51,279)    (49,456)
 Gain on
  disposition
  of operating
  assets         1,432         939          --          --          --
 Interest
  expense      (62,457)    (61,258)    (60,742)    (58,182)    (54,456)
 (Loss) gain
  on redemp-
  tion and
  repurchases
  of manda-
  torily re-
  deemable 
  preferred 
  stock        (66,383)         --          --          --       1,410
 Dividends
  on manda-
  torily re-
  deemable 
  preferred 
  stock         (5,464)     (7,996)     (7,931)     (6,877)     (8,290)
 Other income
  (expense),
  net            2,633         744        (766)        891         511
 Gain from
  extinguish-
  ment of debt      --          --          --      34,662          --
 Minority
  interests
  in income
  of sub-
  sidiaries     (2,347)     (2,646)     (1,830)     (1,352)     (1,512)
 Income tax
  (expense)
  benefit       (1,196)      1,245       9,394     (16,775)      5,636
            ----------  ----------  ----------  ----------  ----------
 EBITDA     $  119,453  $  109,283  $   90,188  $   87,029  $   95,149
            ==========  ==========  ==========  ==========  ==========

 Table 4

 Dobson Cellular Systems

                               For the Quarter Ended
            9/30/2005   6/30/2005   3/31/2005   12/31/2004  9/30/2004
            ----------  ----------  ----------  ----------  ----------
                   ($ in thousands except per subscriber data)
 Operating                         (unaudited)
  Revenue
   Service
    revenue $  128,599  $  125,134  $  119,524  $  115,768  $  114,732
   Roaming
    revenue     45,771      34,985      30,911      31,421      35,695
   Equipment
    and other
    revenue     12,295      17,606      10,250       7,411       9,203
            ----------  ----------  ----------  ----------  ----------
    Total      186,665     177,725     160,685     154,600     159,630
            ----------  ----------  ----------  ----------  ----------
 Operating
  Expenses
  (excluding
  depreciation
  and amor-
  tization)
   Cost of
    service     48,376      43,374      43,978      43,193      42,847
   Cost of
    equipment   18,708      21,486      18,708      16,754      18,660
   Marketing
    and
    selling     20,531      20,961      19,721      18,967      18,472
   General and
    adminis-
    trative     30,137      27,838      25,279      25,980      24,513
            ----------  ----------  ----------  ----------  ----------
    Total      117,752     113,659     107,686     104,894     104,492
            ----------  ----------  ----------  ----------  ----------
 EBITDA
  (a)(b)    $   68,913  $   64,066  $   52,999  $   49,706  $   55,138
            ==========  ==========  ==========  ==========  ==========
 Pops        6,687,500   6,687,500   6,687,500   6,687,500   6,439,800

 Post-paid
  Gross Adds    50,800      52,500      45,700      39,900      46,300
  Net Adds     (15,700)       (900)    (12,900)    (17,200)     (7,200)
  Sub-
   scribers    783,500     799,200     800,100     813,000     805,600
  Churn            2.8%        2.2%        2.4%        2.4%        2.2%
  Average
  Service
  Revenue
   per
  Subscriber
   (ARPU)   $    52.84  $    50.93  $    48.23  $    47.26  $    46.11

 Pre-paid
  Gross Adds    14,600      14,200      13,300      11,100      10,100
  Net Adds       1,700       3,300       2,000      (1,200)        100
  Sub-
   scribers     39,900      38,200      34,900      32,900      32,500

 Reseller
  Gross Adds    11,400      11,100      11,500      11,700      11,000
  Net Adds       3,800       1,100       2,000       1,800       3,000
  Sub-
   scribers     60,300      56,500      55,400      53,400      51,600

 Total
  Gross Adds    76,800      77,800      70,500      62,700      67,400
  Net Adds     (10,200)      3,500      (8,900)    (16,600)     (4,100)
  Sub-
   scribers    883,700     893,900     890,400     899,300     889,700
  ARPU      $    48.23  $    46.75  $    44.52  $    43.78  $    42.89
  Penetration     13.2%       13.4%       13.3%       13.4%       13.8%

 (a) Includes $2.7 million, $3.1 million, $2.3 million, $1.8
     million, and $1.9 million of EBITDA for the quarters ended
     September 30,2005, June 30, 2005, March 31, 2005, December 31,
     2004, and September 30, 2004 respectively, related to minority
     interests.
 (b) A reconciliation of EBITDA to income (loss) from continuing
     operations as determined in accordance with generally accepted
     accounting principles is as follows:

 Income (loss)
  from con-
  tinuing
  operations  $  3,900    $ (2,478)   $ (8,956)   $(91,976)   $ (2,562)
 Add back non-
  EBITDA
  items in-
  cluded in
  income
  (loss)
  from con-
  tinuing
  operations:

  Depreciation
   and
   amortiza-
   tion        (28,744)    (29,179)    (30,315)    (30,000)    (28,575)
 Gain on
  disposition
  of operating
  assets           783          --          --          --          --
 Interest
  expense      (38,198)    (37,433)    (37,025)    (35,222)    (30,161)
 Other income,
  net            2,132       1,195       1,726       1,143         977
 Loss from
  extinguish-
  ment of
  debt              --          --          --     (14,200)         --
 Minority
  interests
  in income
  of sub-
  sidiaries     (2,347)     (2,646)     (1,830)     (1,352)     (1,512)
 Income tax
  benefit
  (expense)      1,361       1,519       5,489     (62,051)      1,571
            ----------  ----------  ----------  ----------  ----------
 EBITDA     $   68,913  $   64,066  $   52,999  $   49,706  $   55,138
            ==========  ==========  ==========  ==========  ==========


 Table 5

 American Cellular Corporation

 For the Quarter Ended

                   9/30/2005  6/30/2005  3/31/2005  12/31/2004 9/30/2004  
                   ---------   --------   --------   --------  --------
                       ($ in thousands except per subscriber data)
 Operating                             (unaudited)
  Revenue
   Service
    revenue        $ 92,712   $ 90,850   $ 86,558   $ 86,113  $ 84,008
   Roaming
    revenue          34,659     26,164     22,519     21,831    26,526
   Equipment
    and
    other
    revenue           4,794      5,939      5,008      4,121     3,973
                  ---------   --------   --------   --------  --------
     Total          132,165    122,953    114,085    112,065   114,507
                  ---------   --------   --------   --------  --------

 Operating Expenses
  (excluding depreciation
  and amortization)
   Cost of
    service          30,872     26,890     29,619     26,838    26,633
   Cost of
    equipment        13,448     12,769     11,658     10,567    11,582
   Marketing
    and selling      15,004     14,894     14,373     13,960    14,343
   General and
    administrative   22,296     23,178     21,241     23,373    21,933
                  ---------   --------   --------   --------  --------
      Total          81,620     77,731     76,891     74,738    74,491
                  ---------   --------   --------   --------  --------
  EBITDA(a)       $  50,545   $ 45,222   $ 37,194   $ 37,327  $ 40,016
                  =========   ========   ========   ========  ========

  Pops            5,166,500  5,069,900  5,069,900  5,069,900 4,997,000

  Post-paid
   Gross Adds        34,000     35,100     31,700     29,600    36,900
   Net Adds         (18,800)    (8,100)   (15,600)   (15,900)     (300)
   Subscribers      609,200    627,400    635,500    651,100   667,000
   Churn                2.8%       2.3%       2.5%       2.3%      1.9%
   Average Service
    Revenue per
    Subscriber
    (ARPU)         $  48.89   $  47.00   $  44.02   $  42.85  $  41.27

  Pre-paid
   Gross Adds         7,000      6,500      5,900      5,200     4,400
   Net Adds           1,600      2,000      1,900        800      (300)
   Subscribers       18,900     17,300     15,300     13,400    12,600
  Reseller
   Gross Adds        13,600     12,100     13,900     14,800    12,900
   Net Adds           3,300      1,500      3,800      6,100     5,900
   Subscribers       54,100     50,800     49,300     45,500    39,400

  Total
   Gross Adds        54,600     53,700     51,500     49,600    54,200
   Net Adds         (13,900)    (4,600)    (9,900)    (9,000)    5,300
   Subscribers      682,200    695,500    700,100    710,000   719,000
   ARPU            $  44.88   $  43.40   $  40.92   $  40.17  $  39.09
   Penetration         13.2%      13.7%      13.8%      14.0%     14.4%

  (a) A reconciliation of EBITDA to net income (loss) as determined in
      accordance with generally accepted accounting principles is as
      follows:

  Net income
   (loss)          $  4,555    $   481   $ (5,268)  $ (7,457) $ (3,380)
  Add back non-
   EBITDA items
   included in net
   income (loss):
    Depreciation
     and amortiza-
     tion           (20,358)   (21,161)   (21,255)   (21,279)  (20,881)
   Gain on
    disposition
    of operating
    assets              649        939        --         --        --
   Interest
    expense         (23,782)   (23,778)   (23,784)   (23,457)  (23,971)
   Other
    expense,
    net                (400)      (446)      (652)      (471)     (616)
   Income tax
    (expense)
    benefit          (2,099)      (295)     3,229        423     2,072
                  ---------   --------   --------   --------  --------
   EBITDA          $ 50,545   $ 45,222   $ 37,194   $ 37,327  $ 40,016
                  =========   ========   ========   ========  ========


            

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