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Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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MIC-Info: RSA-MD5,RSA,
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<SEC-DOCUMENT>0001295881-05-000007.txt : 20051219
<SEC-HEADER>0001295881-05-000007.hdr.sgml : 20051219
<ACCEPTANCE-DATETIME>20051219165710
ACCESSION NUMBER:		0001295881-05-000007
CONFORMED SUBMISSION TYPE:	3/A
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20051215
FILED AS OF DATE:		20051219
DATE AS OF CHANGE:		20051219

REPORTING-OWNER:	

	OWNER DATA:	
		COMPANY CONFORMED NAME:			Finard Jeri B
		CENTRAL INDEX KEY:			0001309502

	FILING VALUES:
		FORM TYPE:		3/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-11001
		FILM NUMBER:		051273211

	BUSINESS ADDRESS:	
		BUSINESS PHONE:		914-335-4456

	MAIL ADDRESS:	
		STREET 1:		555 S. BROADWAY
		STREET 2:		TB2-3
		CITY:			TARRYTOWN
		STATE:			NY
		ZIP:			10591

ISSUER:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			CITIZENS COMMUNICATIONS CO
		CENTRAL INDEX KEY:			0000020520
		STANDARD INDUSTRIAL CLASSIFICATION:	TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813]
		IRS NUMBER:				060619596
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	BUSINESS ADDRESS:	
		STREET 1:		HIGH RIDGE PK BLDG 3
		CITY:			STAMFORD
		STATE:			CT
		ZIP:			06905
		BUSINESS PHONE:		2036145600

	MAIL ADDRESS:	
		STREET 1:		THREE HIGH RIDGE PARK
		CITY:			STAMFORD
		STATE:			CT
		ZIP:			06905

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	CITIZENS UTILITIES CO
		DATE OF NAME CHANGE:	19920703
</SEC-HEADER>
<DOCUMENT>
<TYPE>3/A
<SEQUENCE>1
<FILENAME>fin271.xml
<TEXT>
<XML>
<?xml version="1.0"?>
<ownershipDocument>

    <schemaVersion>X0202</schemaVersion>

    <documentType>3/A</documentType>

    <periodOfReport>2005-12-15</periodOfReport>

    <dateOfOriginalSubmission>2005-12-19</dateOfOriginalSubmission>

    <noSecuritiesOwned>1</noSecuritiesOwned>

    <issuer>
        <issuerCik>0000020520</issuerCik>
        <issuerName>CITIZENS COMMUNICATIONS CO</issuerName>
        <issuerTradingSymbol>CZN</issuerTradingSymbol>
    </issuer>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001309502</rptOwnerCik>
            <rptOwnerName>Finard Jeri B</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>3 HIGH RIDGE PARK</rptOwnerStreet1>
            <rptOwnerStreet2></rptOwnerStreet2>
            <rptOwnerCity>STAMFORD</rptOwnerCity>
            <rptOwnerState>CT</rptOwnerState>
            <rptOwnerZipCode>06905</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>1</isDirector>
            <isOfficer>0</isOfficer>
            <isTenPercentOwner>0</isTenPercentOwner>
            <isOther>0</isOther>
        </reportingOwnerRelationship>
    </reportingOwner>

    <footnotes></footnotes>

    <remarks>This amendment added the POA form</remarks>

    <ownerSignature>
        <signatureName>By: By Hilary E. Glassman Under Power-of-Attorney</signatureName>
        <signatureDate>2005-12-19</signatureDate>
    </ownerSignature>
</ownershipDocument>
</XML>
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24
<SEQUENCE>2
<FILENAME>finard_poa.txt
<DESCRIPTION>POWER OF ATTY
<TEXT>
POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and
appoints each of Hilary E. Glassman and Karen J. Cronk,
signing alone, the undersigned's true and lawful attorney-in-fact to:

(1)	execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer and/or director of Citizens
Communications Company (the "Company"), Forms 3, 4, and 5 in
accordance with Section 16(a) of the Securities Exchange Act of 1934 and
the rules thereunder;

(2)	do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and
execute any such Form 3, 4, or 5, complete and execute any amendment
or amendments thereto, and timely file such form with the United States
Securities and Exchange Commission and any stock exchange or similar
authority; and

(3)	take any other action of any type whatsoever in connection with
the foregoing which, in the opinion of such attorney-in-fact, may be of benefit
to, in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of
the undersigned pursuant to this Power of Attorney shall be in such form and
shall contain such terms and conditions as such attorney-in-fact may approve
in such attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might
or could do if personally present, with full power of substitution or
revocation, hereby ratifying and confirming all that such attorney-in-fact, or
such attorney-in-fact's substitute or substitutes, will lawfully do or cause to
be done by virtue of this power of attorney and the rights and powers herein
granted.  The undersigned acknowledges that the foregoing attorneys-in-fact,
in serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to
comply with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney will remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to
the undersigned's holdings of and transactions in securities issued by the
Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 19th day of December 2005.


		/s/ Signature



		Jeri B. Finard
		Print Name


</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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