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    commentletter.htm

    CenturyTel,
Inc.

    100
CenturyTel Drive

    Monroe,
LA  71203

    April 22,
2008

              United
      States Securities and Exchange Commission

              FILED
      VIA EDGAR

              100
      F Street, N.E.

              Washington,
      D.C.  20549

              ATTENTION:

              Mr.
      Larry Spirgel

              Assistant
      Director

              RE:

              CenturyTel,
      Inc.

              Form
      10-K for the year ended December 31,
2007

    Dear Mr.
Spirgel:

    By letter
dated April 8, 2008, the Staff provided to CenturyTel, Inc. certain comments
with respect to its review of our Form 10-K for the year ended December 31,
2007.  Our responses to the Staff’s letter are contained
herein.  In responding to each comment, we have reproduced below the
full text of the Staff’s comment, which is followed by our
response.

    Form 10-K for the year ended
December 31, 2007

              Item 7.

              Management’s
      Discussion and Analysis of Financial Condition and Results of
      Operations

    Overview

    Comment
1.   We note your disclosure throughout highlighting several negative
trends affecting your voice and network access revenues.  Loss of
access lines is anticipated to continue in 2008.  In addition,
excluding the non-recurring network access revenues attributable to your
settlement of a dispute with a carrier and the Madison River Acquisition in
2007, management expects your network access revenues to continue to
decline.  In future filings, discuss whether management is taking any
specific steps to stem these negative trends.  If so, explain how such
steps are intended to reverse or counter the revenue declines.

    Response:   Management
has taken steps to mitigate the above-mentioned negative revenue trends and
discusses those items in greater detail in Part I of our Form
10-K.  Such items include (i) promoting long-term relationships with
our customers through bundling of integrated services, (ii) providing new
services, such as video and wireless, and other additional services that may
become available in the future due to advances in technology, spectrum sales or
improvements in our infrastructure, (iii) providing our premium services to a
higher percentage of our customers, (iv) pursuing acquisitions of additional
communications properties if available at attractive prices, (v) increasing
usage of our networks, (vi) providing greater penetration of broadband services,
and (vii) marketing our products to new customers.  In future filings,
we will consider including such disclosure in the Overview section of
Management’s Discussion and Analysis of Financial Condition and Results of
Operations.

              (1)

              Summary of Significant
      Accounting Policies

    Revenue
recognition

    Comment
2.  We note your policy of deferring revenues from installation
activities and related costs, and amortizing them over the estimated life of the
customer relationship.  Describe for us, in detail, the nature of the
installation related costs and your basis in the accounting literature for
capitalizing these costs.  Clarify whether you only capitalize these
costs to the extent of deferred revenue and, if not, your basis for capitalizing
excess costs.  Tell us how you assess whether these costs are
recoverable.

    Response:   We defer
revenues and costs related to non-recurring installation activities that our
technicians perform related to establishing or re-establishing local exchange
phone service to our customers.  Such activities include physically
connecting the customers’ phone line from our outside plant facilities to their
premises and ensuring the appropriate connections are made in our central office
facilities so our customers can receive local telephone services.  We
bill our customers a non-refundable up-front fee for such activities. We defer
such up-front fees and recognize these fees as revenue on a straight-line basis
over the estimated life of the customer relationship. We also defer the
recognition of the related incremental direct costs associated with these
activities (which primarily include labor related costs), but only to the extent
the associated up-front fees are deferred.  In future filings, we will
clarify that we only defer incremental direct costs to the extent of the
deferred revenues.  Since we do not defer costs in excess of deferred
revenue, and since we have not experienced significant collection issues to date
related to these up-front fees, we believe the associated costs are recoverable
from our customers.

    We based
such accounting treatment according to the guidance contained in Staff
Accounting Bulletin No. 104, “Revenue Recognition” (“SAB 104”), specifically
correlating such treatment to the discussion contained in SAB 104 under Item
A.3.(f), Nonrefundable up-front fees.

              (10)

              Postretirement
      Benefits

    Comment
3.  Explain to us why you increased the assumed discount rate used
when determining your postretirement benefit obligation from 5.75% in 2006 to
6.50% in 2007.  Similarly, explain the increase in the discount rate
used for determining benefit cost from 5.50% in 2006 to 5.75% in
2007.  Refer us to any reference rates that you rely upon as support
for the 2007 rates.  Confirm to us that your method for determining
the discount rates has not changed or explain why and how it has
changed.

    Response:  The
discount rate for our postretirement benefit obligation is derived based on a
discounted cash flow analysis performed by our independent actuaries utilizing
as a reference the Hewitt Yield Curve as of the end of the year.  The
objective of such analysis is to determine the single amount that, if invested
at the measurement date in a portfolio of high-quality debt securities, would
provide the necessary future cash flows to pay our postretirement benefit
obligations when they become due.  The discount rate can change from
year-to-year based on market conditions that impact corporate bond yields. The
Hewitt Yield Curve is a hypothetical yield curve represented by a series of
annualized individual discount rates derived from actual interest rates payable
under various bond issuances, the duration of which approximates the timing of
the expected future benefit payments.  Each bond issue underlying the
Hewitt Yield Curve is required to have a rating of Aa or better by Moody’s
Investor Service, Inc. or a rating of AA or better by Standards &
Poor’s.  The discount rate we use to value the benefit obligation at
year end is also used by us to determine the interest cost component of our
benefit cost for the following year.  We have utilized the above
methodology for each of the past three years to determine the discount rate for
our postretirement benefit obligation.

              (11)

              Defined Benefit and
      Other Retirement Plans

    Comment
4.   Explain to us why you increased the assumed discount rate
when determining the pension plan benefit obligation from 5.8% in 2006 to 6.30%
in 2007.  Similarly explain the increase in the discount rate used for
determining benefit cost from 5.50% in 2006 to 5.80% in 2007.  Refer
us to any reference rates that you rely upon as the basis for your discount
rates.  Explain to us why these discount rates differ from the rates
used in calculating your postretirement benefit obligation and
costs.  Also, confirm to us that your method for determining the
discount rates has not changed or explain why and how it has
changed.  We refer you to the guidance in EITF Topic No.
D-36.

    Response:  The
discount rate for our pension plan benefit obligation is derived based on a
discounted cash flow analysis performed by our independent actuaries utilizing
as a reference the Citigroup Pension Discount Curve as of the end of the
year.  The objective of such analysis is to determine the single
amount that, if invested at the measurement date in a portfolio of high-quality
debt securities, would provide the necessary future cash flows to pay our
pension benefit obligations when they become due.  The discount rate
can change from year-to-year based on market conditions that impact corporate
bond yields.  The spot rates on the Citigroup Pension Discount Curve
extend for a 30-year period and are ultimately derived from the AA-rated
corporate bond sector.  For payment obligations beyond 30 years, the
actuaries extend the curve assuming the discount rate for each succeeding year
equals the discount rate derived in year 30.  The actuaries use the
modified yield curve to determine the present value of the projected cash flows
from the plan and then make a determination as to which single discount rate
produces the smallest absolute difference in present values.  We use
such single discount rate for our year-end benefit obligation
valuation.  The discount rate we use to value the benefit obligation
is also used by us to determine the interest cost component of our benefit cost
for the following year.  We have utilized the above methodology for
each of the past three years to determine the discount rate for our pension plan
obligation.

    The
discount rates used for the pension plan and postretirement plan differ
primarily because the duration of the associated obligations (which serves as
the basis for the discounted cash flow analysis) is different and the reference
yield curves used by our two independent actuaries are different.

    We
believe our approach for determining the discount rates for our postretirement
and pension plan obligations is consistent with the relevant accounting
guidance, including EITF Topic No. D-36.

    * * * * *
* * * *

    In
addition, in connection with our response to your comment letter, we acknowledge
that (i) we are responsible for the adequacy and accuracy of the disclosure in
our filings; (ii) staff comments or changes to disclosures in response to staff
comments do not foreclose the Commission from taking any action with respect to
our filings and (iii) we may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the federal
securities laws of the United States.

    Should
you have any questions or need additional information, please do not hesitate to
call me at (318) 388-9819.

    Sincerely,

    /s/ Neil
A. Sweasy

    Neil A.
Sweasy

    Vice
President and Controller

              Cc:

              Joseph
      Kempf, Senior Staff Accountant

              Robert
      Littlepage, Accountant Branch Chief