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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549


FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934


Date of Report:   September 30, 2009


CINCINNATI BELL INC.
(Exact Name of Registrant as Specified in its Charter)

Registrant’s telephone number, including area code: (513) 397-9900

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 8.01 – OTHER EVENTS

          On September 30, 2009, Cincinnati Bell Inc. issued a press release announcing the pricing of its previously announced registered offering of $500 million of Senior Notes due 2017 (the “Notes”).  A copy of the press release is attached hereto as Exhibit 99.1.

          The Notes will bear an interest rate of 8.25 percent per annum, payable semi-annually on April 15 and October 15, and the first interest payment date will be April 15, 2010. The Notes were priced at 98.562 percent of par to yield 8.50 percent, resulting in net proceeds to Cincinnati Bell Inc. of $482.8 million after deducting underwriting discounts and commissions.  The net proceeds of the offering will be used to call the company’s outstanding 7¼% Senior Notes due 2013 in an amount of $440 million plus accrued interest and call premium, as well as for other general corporate purposes.

ITEM 9.01 – FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

EXHIBIT INDEX