X0202 4 2007-02-06 0001282266 WINDSTREAM CORP WIN 0001364793 Rhoda Michael D 4001 RODNEY PARHAM ROAD LITTLE ROCK AR 72212 1 SVP - Gov. Affairs Common Stock 2007-02-06 2007-02-06 4 A 0 16880 14.81 A 65109.6604 D Common Stock 1147.8006 I By 401(k) These shares were issued under an equity incentive plan in accordance with Rule 16b-3(d) and are subject to a substantial risk of forfeiture until vested. Fifty percent (50%) of the shares vest ratably in 1/3 increments on February 15, 2008, 2009 and 2010 if certain minimum financial measures are achieved and the individual remains employed with the Company through such vesting dates, and the remaining fifty percent (50%) of the shares vest ratably in 1/3 increments on February 15, 2008, 2009 and 2010 if the individual remains employed with the Company through such dates. Michael D. Rhoda 2007-02-07