Windstream 2012 Annual Report Download - page 21

AUDIT COMMITTEE REPORT
This report provides information concerning the Audit Committee of Windstream Corporation’s Board of Directors.
The Audit Committee’s Charter is available on the Investor Relations page of Windstream Corporation’s website at
www.windstream.com/investors. The Audit Committee is comprised entirely of independent directors, as defined and
required by NASDAQ listing standards and comprised entirely of directors who are financially literate. Additionally,
Messrs. Hinson and Frantz and Ms. Jones qualify as audit committee financial experts.
In connection with its function to oversee and monitor Windstream Corporation’s financial reporting process, the
Audit Committee has reviewed and discussed with Windstream Corporation’s management the audited consolidated financial
statements for the year ended December 31, 2012; discussed with PricewaterhouseCoopers LLP, Windstream Corporation’s
independent registered public accountant, the matters required to be discussed by Statement on Auditing Standards No. 61, as
amended, as adopted by the Public Company Accounting Oversight Board in Rule 3200T; received the written disclosures
and the letter from PricewaterhouseCoopers LLP required by applicable requirements of the Public Company Accounting
Oversight Board regarding the independent accountant’s communications with the audit committee concerning
independence, and has discussed with PricewaterhouseCoopers LLP its independence.
Based on the reviews and discussions referred to above, the Audit Committee recommended to Windstream
Corporation’s Board of Directors that the audited consolidated financial statements for the year ended December 31, 2012 be
included in Windstream Corporation’s Annual Report on Form 10-K for the fiscal year ended December 31, 2012 for filing
with the Securities and Exchange Commission.
The Audit Committee
Jeffrey T. Hinson, Chairman
Carol B. Armitage
Francis X. (“Skip”) Frantz
Judy K. Jones
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