Windstream 2006 Annual Report Download - page 51

AUDIT AND NON-AUDIT FEES
PricewaterhouseCoopers LLP (“PwC”) has been selected as Windstream’s independent auditors for 2007.
The following discussion presents fees for services rendered by PwC for 2006, which includes fees incurred by
Spinco from January 1 to July 17, 2006. The following table does not include any fees incurred by Alltel prior to
2006 for services performed by PwC.
Audit Fees
The aggregate fees incurred for professional services rendered for the audit of Windstream’s annual
consolidated financial statements for the fiscal year ended December 31, 2006, and the review of the financial
statements included in Windstream’s Forms 10-Q for the fiscal year ended December 31, 2006, were
$3,900,777.00.
Audit-Related Fees
The aggregate fees incurred for assurance and related services by PwC that were reasonably related to the
performance of the audit or review of Windstream’s consolidated financial statements and are not reported above
under the caption “Audit Fees” for the fiscal year ended December 31, 2006 were $861,900, which amounts were
incurred for the following categories of services:
Audit of directory publishing business $792,000
Review of post-merger supplemental financial information 69,900
Totals $861,900
Tax Fees
Windstream incurred no fees for tax compliance, tax consulting and tax planning services by PwC for the
fiscal year ended December 31, 2006.
All Other Fees
Windstream incurred no fees during 2006 for services rendered by PwC other than those services covered
in the sections captioned “Audit Fees” and “Audit-Related Fees”.
In making its determination regarding the independence of PwC, the Audit Committee considered
whether the provision of the services covered in the section herein regarding “Audit-Related Fees” was
compatible with maintaining such independence. All services to be performed for Windstream by PwC must be
preapproved by the Audit Committee or a designated member of the Audit Committee pursuant to the
Committee’s Pre-Approval Policies and Procedures. The Audit Committee’s pre-approval policy prohibits
Windstream from engaging PwC for any non-audit services other than the following tax-related services: tax
return preparation and review; advice on income tax, tax accounting, sales/use tax, excise tax and other
miscellaneous tax matters; tax advice and implementation assistance on restructurings, mergers and acquisition
matters and other tax strategies.
CHANGE IN WINDSTREAM’S REGISTERED PUBLIC ACCOUNTANT
On July 17, 2006, Valor, Alltel and Spinco, then a wholly owned subsidiary of Alltel, consummated the
spin-off of Alltel’s wireline telecommunications business and the merger of Spinco with and into Valor. The
financial statements of Valor as of December 31, 2004 and 2005 and for each of the three years in the period
ended December 31, 2005 were audited by Deloitte & Touche LLP (“Deloitte”), an independent registered public
accounting firm. The financial statements of the wireline division of Alltel as of December 31, 2004 and 2005
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