Rogers Reports Fourth Quarter 2009 Financial and Operating Results

    
     Adjusted Operating Profit up 14% as Revenue Grows to Over $3 Billion
           and Margins Expand in each of Wireless, Cable and Media;

         Wireless Data Revenue Growth Continues to be Robust at 45%;

        7% Increases in Wireless Network and Cable Operations Revenue
       Combine with Cost Reduction Initiatives Drive Adjusted Operating
                 Profit Growth of 16% and 8%, Respectively;

         Increases in TV Advertising and The Shopping Channel Sales
    Combined with Cost Reduction Initiatives Drive 13% Adjusted Operating
                           Profit Growth at Media;

       Capex Reductions Together with Adjusted Operating Profit Growth
      Drive $329 Million Year-over-Year Increase in Consolidated Fourth
                           Quarter Free Cash Flow;

         Share Buybacks and Dividends Return $607 Million of Cash to
                       Shareholders During the Quarter
    

TORONTO, Feb. 17 /CNW/ - Rogers Communications Inc. today announced its unaudited consolidated financial and operating results for the three months and twelve months ended December 31, 2009.

Financial highlights are as follows:

    
    -------------------------------------------------------------------------
                               Three months ended       Twelve months ended
    (In millions of                December 31,              December 31,
     dollars, except per  ---------------------------------------------------
     share amounts)           2009      2008 % Chg      2009      2008 % Chg
    -------------------------------------------------------------------------

    Operating revenue     $  3,057  $  2,941     4  $ 11,731  $ 11,335     3
    Operating profit(1)      1,049       902    16     4,316     4,078     6
    Net income (loss)          310      (138)  n/m     1,478     1,002    48
    Basic and diluted
     net income (loss)
     per share            $   0.51  $  (0.22)  n/m  $   2.38  $   1.57    52

    As adjusted:(2)
      Operating profit(1) $  1,101  $    968    14  $  4,388  $  4,060     8
      Net income               370       164   125     1,556     1,260    23
      Basic and diluted
       net income per
       share              $   0.61  $   0.26   135  $   2.51  $   1.98    27

    -------------------------------------------------------------------------

    (1) Operating profit should not be considered as a substitute or
        alternative for operating income or net income, in each case
        determined in accordance with Canadian generally accepted accounting
        principles ("GAAP"). See the section entitled "Reconciliation of Net
        Income to Operating Profit and Adjusted Operating Profit for the
        Period" for a reconciliation of operating profit and adjusted
        operating profit to operating income and net income under Canadian
        GAAP and the section entitled "Key Performance Indicators and
        Non-GAAP Measures".
    (2) For details on the determination of the 'as adjusted' amounts, which
        are non-GAAP measures, see the sections entitled "Supplementary
        Information" and "Key Performance Indicators and Non-GAAP Measures".
        The 'as adjusted' amounts presented above are reviewed regularly by
        management and our Board of Directors in assessing our performance
        and in making decisions regarding the ongoing operations of the
        business and the ability to generate cash flows. The 'as adjusted'
        amounts exclude (i) stock-based compensation (recovery) expense; (ii)
        integration and restructuring expenses; (iii) contract termination
        fees; (iv) adjustment for Canadian Radio-television and
        Telecommunications Commission ("CRTC") Part II fees decision;
        (v) pension settlement; and (vi) in respect of net income and net
        income per share, debt issuance costs, loss on repayment of long-term
        debt, impairment losses on goodwill, intangible assets, and other
        long-term assets and the related income tax impact of the above
        amounts.

    n/m: not meaningful.
    

"Against a tough economic backdrop, we delivered solid financial and operating results during the fourth quarter," said Nadir Mohamed, President and Chief Executive Officer, Rogers Communications Inc. "Importantly, the results show a healthy balance of growth, cost control, improved churn and a double-digit increase in cash flow generation."

"2009 was a solid year for Rogers, we returned increasing amounts of cash to shareholders and we delivered on our commitments," continued Mr. Mohamed. "Looking ahead, we are extremely well positioned with a terrific asset mix and strong customer demand for our products and services. The dividend increase and the renewal of our share buyback program for 2010 underline our continued confidence in the strategic position of the Company."

Highlights of the fourth quarter of 2009 include the following:

    
    -   Generated 7% Wireless network and Cable Operations revenue growth,
        offset partially by lower wireless equipment sales, resulting in
        consolidated quarterly revenue growth of 4%. Wireless, Cable
        Operations and Media adjusted operating profit increased by 16%, 8%,
        and 13% respectively, partially offset by the declines at RBS and
        Retail.

    -   Wireless network revenue growth was fuelled by data revenue growth of
        45% and postpaid net subscriber additions of 109,000. Wireless data
        revenue now comprises 24% of Wireless network revenue and was helped
        by the activation of approximately 400,000 additional smartphone
        devices during the quarter, predominantly iPhone, BlackBerry and
        Android devices, of which approximately 40% were for subscribers new
        to Wireless. Subscribers with smartphones now represent 31% of the
        overall postpaid subscriber base, up from 19% from the same quarter
        last year, and generate ARPU nearly twice that of voice only
        subscribers. The growth in subscribers and data revenues was
        partially offset by ongoing economic and competitive pressures on
        roaming, long-distance and other usage-based revenue items.

    -   Additions of digital cable and Internet subscribers at Cable both
        improved sequentially from the previous quarter, but have slowed from
        the previous year reflecting the negative economic and employment
        trends in Ontario where 90% of Cable's market is concentrated.
        Increasing levels of product maturity have also contributed to
        slowing subscriber growth with Internet subscriber penetration at 71%
        of television subscribers, digital penetration at 72% of television
        households, and residential voice-over-cable telephony penetration at
        41% of television subscribers.

    -   Cable enhanced its position in the small business market with the
        launch of innovative business-grade communications services designed
        specifically for the Canadian small and medium enterprises segment
        providing multi-line small businesses with access to a suite of
        leading-edge telephony solutions including line hunting and
        simultaneous ringing.

    -   Cable furthered its lead as Canada's premium video entertainment
        provider with the addition of 13 new high-definition channels ("HD")
        to its already robust content lineup, bringing the Rogers Cable
        offering to more than 100 fully dedicated HD channels and over 470 HD
        Movies, specials and TV shows On Demand. Rogers Cable customers can
        now receive up to four times more HD content choices than are
        available through Canadian satellite TV offerings.

    -   Cable launched TV Call Display, a new product enhancement to its
        Rogers Home Phone and Rogers Digital TV service allowing incoming
        calls to be displayed and managed on customers' TV screens, including
        the option to send calls directly to their Rogers voicemail with
        their TV remote control.

    -   Cable introduced the Rogers On Demand Online portal, Canada's
        definitive online destination for primetime and specialty TV
        programming, movies, sports and web-only extras. By expanding the TV
        experience to the Internet, our Cable, Internet and Wireless
        customers can now enjoy their TV anywhere, anytime with a rapidly
        expanding library of top programming wherever they have an Internet
        connection in Canada.

    -   Media began to see an upward inflection on a year-over-year basis in
        its quarterly advertising revenues at its broadcast TV division, as
        well as in discretionary consumer purchases at The Shopping Channel.

    -   We closed a $1.0 billion investment grade debt offering, consisting
        of $500 million of 5.38% Senior Notes due November 2019 and $500
        million of 6.68% Senior Notes due November 2039. Among other things,
        proceeds of the offering were used to redeem our US$400 million 8.00%
        Senior Subordinated Notes due 2012 at the prescribed redemption price
        of 102%.

    -   We increased our ownership position in Cogeco Cable Inc. and Cogeco
        Inc. with the acquisition of 3.2 million subordinate voting common
        shares of Cogeco Cable Inc. and 1.6 million subordinate voting common
        shares of Cogeco Inc. These investments increase Rogers' ownership of
        Cogeco Cable Inc. from approximately 14% to 20% and of Cogeco Inc.
        from approximately 20% to 30%.

    -   We repurchased 13.4 million RCI Class B Non-Voting shares for $430
        million during the quarter under our $1.5 billion share buyback
        program and paid dividends on our common shares totalling $177
        million.

    -   For the full year 2009, our free cash flow, defined as adjusted
        operating profit less PP&E expenditures and interest, increased 29%
        to $1.9 billion. For the year, we repurchased 43.8 million of our
        common shares for $1.35 billion and paid dividends totalling $704
        million, in total returning $2.1 billion in cash to shareholders.

    -   We also announced today that our Board of Directors has approved a
        10% increase in the annual dividend to $1.28 per share effective
        immediately, and that it has approved the renewal of our normal
        course issuer bid ("NCIB") program for the repurchase of up to $1.5
        billion of RCI shares on the open market during the next twelve
        months.
    

This earnings release should be read in conjunction with our 2008 Annual MD&A and our 2008 Annual Audited Consolidated Financial Statements and Notes thereto, as well as our 2009 quarterly interim financial statements and other recent securities filings available on SEDAR at www.sedar.com. As this earnings release includes forward-looking statements and assumptions, readers should carefully review the sections of this release entitled "Caution Regarding Forward-Looking Statements, Risks and Assumptions".

In this earnings release, the terms "we", "us", "our", "Rogers" and "the Company" refer to Rogers Communications Inc. and our subsidiaries, which are reported in the following segments:

    
    -   "Wireless", which refers to our wireless communications operations,
        including Rogers Wireless Partnership ("RWP") and Fido Solutions Inc.
        ("Fido");
    -   "Cable", which refers to our cable communications operations,
        including Rogers Cable Communications Inc. ("RCCI") and its
        subsidiary, Rogers Cable Partnership; and
    -   "Media", which refers to our wholly-owned subsidiary Rogers Media
        Inc. and its subsidiaries, including Rogers Broadcasting, which owns
        a group of 54 radio stations, the Citytv television network, the
        Rogers Sportsnet television network, The Shopping Channel, the OMNI
        television stations, and Canadian specialty channels including The
        Biography Channel Canada, G4TechTV and Outdoor Life Network; Rogers
        Publishing, which publishes approximately 70 magazines and trade
        journals; and Rogers Sports Entertainment, which owns the Toronto
        Blue Jays Baseball Club ("Blue Jays") and Rogers Centre. Media also
        holds ownership interests in entities involved in specialty
        television content, television production and broadcast sales.
    

"RCI" refers to the legal entity Rogers Communications Inc., excluding our subsidiaries.

Substantially all of our operations are in Canada.

Throughout this earnings release, percentage changes are calculated using numbers rounded as they appear.

SUMMARIZED CONSOLIDATED FINANCIAL RESULTS (Unaudited)

    
    -------------------------------------------------------------------------
                               Three months ended       Twelve months ended
    (In millions of                December 31,              December 31,
     dollars, except per  ---------------------------------------------------
     share amounts)           2009      2008 % Chg      2009      2008 % Chg
    -------------------------------------------------------------------------

    Operating revenue
      Wireless            $  1,734  $  1,655     5  $  6,654  $  6,335     5
      Cable
        Cable Operations       795       741     7     3,074     2,878     7
        RBS                    124       132    (6)      503       526    (4)
        Rogers Retail          110       117    (6)      399       417    (4)
        Corporate items
         and eliminations      (10)       (5)  100       (28)      (12)  133
                          ---------------------------------------------------
                             1,019       985     3     3,948     3,809     4
      Media                    393       394     -     1,407     1,496    (6)
      Corporate items and
       eliminations            (89)      (93)   (4)     (278)     (305)   (9)
                          ---------------------------------------------------
    Total                    3,057     2,941     4    11,731    11,335     3
                          ---------------------------------------------------
                          ---------------------------------------------------

    Adjusted operating
     profit(1)
      Wireless                 744       639    16     3,042     2,806     8
      Cable
        Cable Operations       322       298     8     1,298     1,171    11
        RBS                      5        14   (64)       35        59   (41)
        Rogers Retail           (2)        1   n/m        (9)        3   n/m
                          ---------------------------------------------------
                               325       313     4     1,324     1,233     7
      Media                     52        46    13       119       142   (16)
      Corporate items and
       eliminations            (20)      (30)  (33)      (97)     (121)  (20)
                          ---------------------------------------------------
    Adjusted operating
     profit(1)               1,101       968    14     4,388     4,060     8
    Stock-based
     compensation
     recovery (expense)(2)     (29)      (25)   16        33       100   (67)
    Settlement of pension
     obligations(3)            (30)        -   n/m       (30)        -   n/m
    Integration and
     restructuring
     expenses(4)               (65)      (41)   59      (117)      (51)  129
    Contract termination
     fees(5)                    (7)        -   n/m       (19)        -   n/m
    Adjustment for CRTC
     Part II fees
     decision(6)                79         -   n/m        61       (31)  n/m
                          ---------------------------------------------------
    Operating profit(1)      1,049       902    16     4,316     4,078     6
    Other income and
     expense, net(7)           739     1,040   (29)    2,838     3,076    (8)
                          ---------------------------------------------------
    Net income (loss)     $    310  $   (138)  n/m  $  1,478  $  1,002    48
                          ---------------------------------------------------
                          ---------------------------------------------------

    Basic and diluted net
     income (loss) per
     share                $   0.51  $  (0.22)  n/m  $   2.38  $   1.57    52

    As adjusted:(1)
      Net income          $    370  $    164   125  $  1,556  $  1,260    23
      Basic and diluted
       net income per
       share              $   0.61  $   0.26   135  $   2.51  $   1.98    27

    Additions to property,
     plant and equipment
     ("PP&E")(1)
      Wireless            $    266  $    310   (14) $    865  $    929    (7)
      Cable
        Cable Operations       202       336   (40)      642       829   (23)
        RBS                     10        11    (9)       37        36     3
        Rogers Retail            5         9   (44)       14        21   (33)
                          ---------------------------------------------------
                               217       356   (39)      693       886   (22)
      Media                     21        32   (34)       62        81   (23)
      Corporate(8)              67        85   (21)      235       125    88
                          ---------------------------------------------------
    Total                 $    571  $    783   (27) $  1,855  $  2,021    (8)
    -------------------------------------------------------------------------

    (1) As defined. See the sections entitled "Supplementary Information" and
        "Key Performance Indicators and Non-GAAP Measures".
    (2) See the section entitled "Stock-based Compensation".
    (3) Relates to the settlement of pension obligations for all employees in
        the pension plans who had retired as of January 1, 2009 as a result
        of annuity purchases by the Company's pension plans.
    (4) In the three months ended December 31, 2009, costs incurred relate to
        i) severances resulting from the targeted restructuring of our
        employee base to combine the Cable and Wireless businesses into a
        communications organization and to improve our cost structure in
        light of the current economic and competitive conditions; ii)
        severances and restructuring expenses related to the outsourcing of
        certain information technology functions; iii) the integration of
        Futureway Communications Inc. ("Futureway") and Aurora Cable TV
        Limited ("Aurora Cable"); and iv) the closure of certain Rogers
        Retail stores. In the three months ended December 31, 2008, costs
        incurred relate to i) the restructuring of our employee base to
        improve our cost structure in light of the declining economic
        conditions; ii) the integration of Futureway and Call-Net Enterprises
        Inc. ("Call-Net"); iii) the restructuring of Rogers Business
        Solutions ("RBS"); and iv) the closure of certain Rogers Retail
        stores.
    (5) Relates to the termination and release of certain Blue Jays players
        from the remaining term of their contracts.
    (6) Relates to an adjustment for CRTC Part II fees related to prior
        periods. For the three months ended December 31, 2009, the
        $79 million adjustment represents the reversal of Part II fees for
        the period from September 1, 2006 to August 31, 2009. For the year
        ended December 31, 2009, the $61 million adjustment represents the
        reversal of Part II fees for the period from September 1, 2006 to
        December 31, 2008. The remaining $18 million was related to the
        period from January 1, 2009 to August 31, 2009, and has been recorded
        as a credit within adjusted operating profit.
    (7) See the section entitled "Reconciliation of Net Income to Operating
        Profit and Adjusted Operating Profit for the Period".
    (8) The corporate additions to PP&E included $53 million for the three
        months ended December 31, 2009 and $31 million for the three months
        ended December 31, 2008, both of which related to spending on an
        enterprise-wide billing and business support system initiative.

    n/m: not meaningful.
    

SEGMENT REVIEW

    
    WIRELESS
    --------
    

Summarized Wireless Financial Results

    
    -------------------------------------------------------------------------
                               Three months ended       Twelve months ended
    (In millions of                December 31,              December 31,
     dollars, except      ---------------------------------------------------
     margin)                 2009       2008 % Chg      2009      2008 % Chg
    -------------------------------------------------------------------------

    Operating revenue
      Postpaid            $  1,524  $  1,428     7  $  5,948  $  5,558     7
      Prepaid                   74        70     6       297       285     4
                          ---------------------------------------------------
      Network revenue        1,598     1,498     7     6,245     5,843     7
      Equipment sales          136       157   (13)      409       492   (17)
                          ---------------------------------------------------
    Total operating
     revenue                 1,734     1,655     5     6,654     6,335     5
                          ---------------------------------------------------

    Operating expenses
     before the undernoted
      Cost of equipment
       sales                   308       326    (6)    1,059     1,005     5
      Sales and marketing
       expenses                186       214   (13)      630       691    (9)
      Operating, general
       and administrative
       expenses                496       476     4     1,923     1,833     5
                          ---------------------------------------------------
                               990     1,016    (3)    3,612     3,529     2
                          ---------------------------------------------------
    Adjusted operating
     profit(1)                 744       639    16     3,042     2,806     8
    Stock-based
     compensation recovery
     (expense)(2)               (5)       (4)   25         -         5   n/m
    Settlement of pension
     obligations(3)             (3)        -   n/m        (3)        -   n/m
    Integration and
     restructuring
     expenses(4)               (19)      (14)   36       (33)      (14)  136
                          ---------------------------------------------------
    Operating profit(1)   $    717  $    621    15  $  3,006  $  2,797     7
                          ---------------------------------------------------
                          ---------------------------------------------------

    Adjusted operating
     profit margin as %
     of network revenue(1)   46.6%     42.7%           48.7%     48.0%

    Additions to PP&E(1)  $    266  $    310   (14) $    865  $    929    (7)

    -------------------------------------------------------------------------

    (1) As defined. See the sections entitled "Key Performance Indicators and
        Non-GAAP Measures" and "Supplementary Information".
    (2) See the section entitled "Stock-based Compensation".
    (3) Relates to the settlement of pension obligations for all employees in
        the pension plans who had retired as of January 1, 2009 as a result
        of annuity purchases by the Company's pension plans.
    (4) In the three months ended December 31, 2009, costs incurred relate to
        severances resulting from the targeted restructuring of our employee
        base to combine the Cable and Wireless businesses into a
        communications organization and to severances and restructuring
        expenses related to the outsourcing of certain information technology
        functions. In the three months ended December 31, 2008, costs
        incurred relate to the restructuring of our employee base to improve
        our cost structure in light of the declining economic conditions.
    

Summarized Wireless Subscriber Results

    
    -------------------------------------------------------------------------
    (Subscriber
     statistics in        Three months ended          Twelve months ended
     thousands, except        December 31,                 December 31,
     ARPU, churn and   ------------------------------------------------------
     usage)              2009     2008    % Chg       2009     2008    % Chg
    -------------------------------------------------------------------------

    Postpaid
      Gross
       additions(1)       334      369      (35)     1,377    1,341       36
      Net additions       109      158      (49)       528      537       (9)
      Total postpaid
       retail
       subscribers      6,979    6,451      528      6,979    6,451      528
      Average monthly
       revenue per
       user
       ("ARPU")(2)    $ 73.42  $ 74.83   $(1.41)   $ 73.93  $ 75.41   $(1.48)
      Average monthly
       minutes of
       usage              588      596       (8)       585      589       (4)
      Monthly churn     1.08%    1.12%   (0.04%)     1.06%    1.10%   (0.04%)

    Prepaid
      Gross additions     146      173      (27)       582      632      (50)
      Net additions        19       41      (22)        24       67      (43)
      Total prepaid
       retail
       subscribers      1,515    1,491       24      1,515    1,491       24
      Average monthly
       minutes of
       usage              119      127       (8)       121      131      (10)
      ARPU(2)         $ 16.39  $ 15.91   $ 0.48    $ 16.73  $ 16.65   $ 0.08
      Monthly churn     2.80%    3.03%   (0.23%)     3.15%    3.31%   (0.16%)

    Total Postpaid and
     Prepaid
      Gross additions     480      542      (62)     1,959    1,973      (14)
      Net additions       128      199      (71)       552      604      (52)
      Total postpaid
       and prepaid
       retail
       subscribers      8,494    7,942      552      8,494    7,942      552
      Monthly churn     1.39%    1.47%   (0.08%)     1.44%    1.51%   (0.07%)

    Blended ARPU(2)   $ 63.23  $ 63.79   $(0.56)   $ 63.59  $ 64.34   $(0.75)
    Blended average
     monthly minutes
     of usage             502      508       (6)       500      502       (2)

    -------------------------------------------------------------------------

    (1) During the third quarter of 2008, an adjustment associated with
        laptop wireless data card ("data card") subscribers resulted in the
        addition of approximately 11,000 subscribers to Wireless' postpaid
        subscriber base. This adjustment is included in gross additions for
        the twelve months ended December 31, 2008. Beginning in the third
        quarter of 2008, data cards are included in the gross additions for
        postpaid subscribers.
    (2) As defined. See the section entitled "Key Performance Indicators and
        Non-GAAP Measures". As calculated in the "Supplementary Information"
        section.
    

Wireless Subscribers and Network Revenue

The year-over-year decrease in subscriber additions for the fourth quarter primarily reflects slower overall market growth, increased competitive intensity in certain segments of the market, and the unusually high number of additions during the second half of 2008 following the launch of the iPhone in Canada.

The increase in network revenue for the three months ended December 31, 2009, compared to the corresponding period of 2008, was driven predominantly by the continued growth of Wireless' postpaid subscriber base and the adoption of wireless data services. Year-over-year, blended ARPU declined by 0.9%, which reflects the impact of declines in roaming and out-of-plan usage revenues as customers curtail travel and adjust their wireless usage during the economic recession. These reductions in roaming and out-of-plan usage caused a decline in the voice component of postpaid ARPU compared to the corresponding period of 2008, which was in turn largely offset by the significant growth in wireless data.

For the three months ended December 31, 2009, wireless data revenue increased by approximately 45% over the corresponding period of 2008, to $384 million. This growth in wireless data revenue reflects the continued penetration and growing usage of smartphone and wireless laptop devices which are driving the use of text messaging and e-mail, wireless Internet access and other wireless data services. For the three months ended December 31, 2009, data revenue represented approximately 24% of total network revenue, compared to 18% in the corresponding period of 2008.

Wireless' success in the continued year-over-year reduction of postpaid churn reflects targeted customer retention activities and continued enhancements in network coverage and quality.

Wireless activated approximately 400,000 smartphone devices, predominately iPhone 3G, BlackBerry and Android devices, during the three months ended December 31, 2009. Subscribers with smartphones represented 31% of the overall postpaid subscriber base as at December 31, 2009, compared to 19% as at December 31, 2008. These subscribers have committed to new multi-year-term contracts, and generate ARPU nearly twice that of voice only subscribers.

Wireless Equipment Sales

The year-over-year decrease in the equipment sales component of revenue, including activation fees and net of equipment subsidies, for the three months ended December 31, 2009, versus the corresponding period of 2008, reflects the lower volume of activations and modest reduction in hardware upgrades in the quarter.

Wireless Operating Expenses

    
    -------------------------------------------------------------------------
                               Three months ended       Twelve months ended
                                   December 31,              December 31,
    (In millions of       ---------------------------------------------------
     dollars)                 2009      2008 % Chg      2009     2008  % Chg
    -------------------------------------------------------------------------

    Operating expenses
      Cost of equipment
       sales              $    308  $    326    (6) $  1,059  $  1,005     5
      Sales and marketing
       expenses                186       214   (13)      630       691    (9)
      Operating, general
       and administrative
       expenses                496       476     4     1,923     1,833     5
                          ---------------------------------------------------
    Operating expenses
     before the undernoted     990     1,016    (3)    3,612     3,529     2
    Stock-based
     compensation
     expense (recovery)(1)       5         4    25         -        (5)  n/m
    Settlement of pension
     obligations(2)              3         -   n/m         3         -   n/m
    Integration and
     restructuring
     expenses(3)                19        14    36        33        14   136
                          ---------------------------------------------------
    Total operating
     expenses             $  1,017  $  1,034    (2) $  3,648  $  3,538     3
    -------------------------------------------------------------------------

    (1) See the section entitled "Stock-based Compensation".
    (2) Relates to the settlement of pension obligations for all employees in
        the pension plans who had retired as of January 1, 2009 as a result
        of annuity purchases by the Company's pension plans.
    (3) In the three months ended December 31, 2009, costs incurred relate to
        severances resulting from the targeted restructuring of our employee
        base to combine the Cable and Wireless businesses into a
        communications organization and to severances and restructuring
        expenses related to the outsourcing of certain information technology
        functions. In the three months ended December 31, 2008, costs
        incurred relate to the restructuring of our employee base to improve
        our cost structure in light of the declining economic conditions.
    

The decrease in cost of equipment sales for the three months ended December 31, 2009, compared to the corresponding period of 2008, was primarily the result of a modestly lower volume of hardware upgrades by existing subscribers versus the prior period.

Sales and marketing expenses decreased 13% compared to the prior year quarter due to lower sales volumes as well as savings resulting from cost cutting initiatives.

The year-over-year increase in operating, general and administrative expenses for the fourth quarter, excluding retention spending discussed below, was driven by a combination of growth in the Wireless subscriber base and increases in information technology and customer care, predominately offset by savings related to operating and scale efficiencies across various functions.

Total retention spending, including subsidies on handset upgrades, was $153 million in the three months ended December 31, 2009, compared to $176 million in the corresponding period of 2008. The retention spending for the three months ended December 31, 2009 decreased compared to the corresponding period of 2008 as a result of a modestly lower amount of upgrade activity by existing subscribers versus the prior period.

Wireless Adjusted Operating Profit

The 16% year-over-year increase in adjusted operating profit and adjusted operating profit margin of 46.6% on network revenue (which excludes equipment sales revenue) for the three months ended December 31, 2009 primarily reflects the increase in network revenue and the decrease in the total operating expenses discussed above.

Wireless Additions to Property, Plant and Equipment ("PP&E")

Wireless additions to PP&E are classified into the following categories:

    
    -------------------------------------------------------------------------
                               Three months ended       Twelve months ended
                                   December 31,              December 31,
    (In millions of       ---------------------------------------------------
     dollars)                 2009      2008 % Chg      2009      2008 % Chg
    -------------------------------------------------------------------------

    Additions to PP&E
      High-Speed Packet
       Access ("HSPA")    $    101  $     76    33  $    345  $    315    10
      Network - capacity        82        54    52       239       200    20
      Network - other           36       108   (67)      152       262   (42)
      Information
       technology and
       other                    47        72   (35)      129       152   (15)
                          ---------------------------------------------------
    Total additions to
     PP&E                 $    266  $    310   (14) $    865  $    929    (7)
    -------------------------------------------------------------------------
    

Additions to Wireless PP&E reflect spending on network capacity, such as radio channel additions and network enhancing features. Additions to PP&E associated with the deployment of our HSPA network were mainly for the continued roll-out to various markets across Canada along with upgrades to the network to enable higher throughput speeds. Other network-related PP&E additions included national site build activities, test and monitoring equipment, network sectorization work, operating support system activities, investments in network reliability and renewal initiatives, infrastructure upgrades, and new product platforms. Information technology and other wireless specific system initiatives included billing and back-office system upgrades, and other facilities and equipment spending.

HSPA spending for the three months ended December 31, 2009 increased over the same period of the prior year due to the rollout of services of up to 21 Mbps in major urban centres. Capacity spending increased over the prior year period due to the acquisition of IP transmission interfaces and augmentation to the radio access network to meet demand for migrations from GSM to HSPA due to the continued adoption of 3G devices. Offsetting these increases from the corresponding period of the prior year was lower spending on enhancements to services and capabilities included in other network additions due to lower site build activity.

    
    CABLE
    -----
    

Summarized Cable Financial Results

    
    -------------------------------------------------------------------------
                               Three months ended       Twelve months ended
    (In millions of                December 31,              December 31,
     dollars, except      ---------------------------------------------------
     margin)                  2009      2008 % Chg      2009      2008 % Chg
    -------------------------------------------------------------------------

    Operating revenue
      Cable Operations(2) $    795  $    741     7  $  3,074  $  2,878     7
      RBS                      124       132    (6)      503       526    (4)
      Rogers Retail            110       117    (6)      399       417    (4)
      Intercompany
       eliminations            (10)       (5)  100       (28)      (12)  133
                          ---------------------------------------------------
    Total operating
     revenue                 1,019       985     3     3,948     3,809     4
                          ---------------------------------------------------

    Adjusted operating
     profit (loss) before
     the undernoted
      Cable Operations(2)      322       298     8     1,298     1,171    11
      RBS                        5        14   (64)       35        59   (41)
      Rogers Retail             (2)        1   n/m        (9)        3   n/m
                          ---------------------------------------------------
    Adjusted operating
     profit(3)                 325       313     4     1,324     1,233     7
    Stock-based
     compensation
     recovery (expense)(4)      (9)       (7)   29        12        32   (63)
    Settlement of pension
     obligations(5)            (11)        -   n/m       (11)        -   n/m
    Integration and
     restructuring
     expenses(6)               (29)      (10)  190       (46)      (20)  130
    Adjustment for CRTC
     Part II fees
     decision(7)                60         -   n/m        46       (25)  n/m
                          ---------------------------------------------------
    Operating profit(3)   $    336  $    296    14  $  1,325  $  1,220     9
                          ---------------------------------------------------
                          ---------------------------------------------------
    Adjusted operating
     profit (loss)
     margin(3)
      Cable Operations(2)    40.5%     40.2%           42.2%     40.7%
      RBS                     4.0%     10.6%            7.0%     11.2%
      Rogers Retail          (1.8%)     0.9%           (2.3%)     0.7%

    Additions to PP&E(3)
      Cable Operations(2) $    202  $    336   (40) $    642  $    829   (23)
      RBS                       10        11    (9)       37        36     3
      Rogers Retail              5         9   (44)       14        21   (33)
                          ---------------------------------------------------
    Total additions to
     PP&E                 $    217  $    356   (39) $    693  $    886   (22)
    -------------------------------------------------------------------------

    (1) The operating results of Aurora Cable are included in Cable's results
        of operations from the date of acquisition on June 12, 2008.
    (2) Cable Operations segment includes Core Cable services, Internet
        services and Rogers Home Phone services.
    (3) As defined. See the sections entitled "Key Performance Indicators and
        Non-GAAP Measures" and "Supplementary Information".
    (4) See the section entitled "Stock-based Compensation".
    (5) Relates to the settlement of pension obligations for all employees in
        the pension plans who had retired as of January 1, 2009 as a result
        of annuity purchases by the Company's pension plans.
    (6) In the three months ended December 31, 2009, costs incurred relate to
        i) severances resulting from the targeted restructuring of our
        employee base to combine the Cable and Wireless businesses into a
        communications organization and to severances and restructuring
        expenses related to the outsourcing of certain information technology
        functions; ii) the integration of Futureway and Aurora Cable; and
        iii) the closure of certain Rogers Retail stores. In the three months
        ended December 31, 2008, costs incurred relate to i) severances
        resulting from the restructuring of our employee base to improve our
        cost structure in light of the declining economic conditions; ii) the
        integration of Futureway, Aurora Cable and Call-Net; iii) the
        restructuring of RBS; and iv) the closure of certain Rogers Retail
        stores.
    (7) Relates to an adjustment for CRTC Part II fees related to prior
        periods. For the three months ended December 31, 2009, the $60
        million adjustment represents the reversal of Part II fees for the
        period from September 1, 2006 to August 31, 2009. For the year ended
        December 31, 2009, the $46 million adjustment represents the reversal
        of Part II fees for the period from September 1, 2006 to December 31,
        2008. The remaining $14 million was related to the period from
        January 1, 2009 to August 31, 2009, and has been recorded as a credit
        within adjusted operating profit.
    

The following segment discussions provide a detailed discussion of the Cable operating results.

CABLE OPERATIONS

Summarized Financial Results

    
    -------------------------------------------------------------------------
                               Three months ended       Twelve months ended
    (In millions of                December 31,              December 31,
     dollars, except      ---------------------------------------------------
     margin)                  2009      2008 % Chg      2009     2008  % Chg
    -------------------------------------------------------------------------

    Operating revenue
      Core Cable          $    465  $    430     8  $  1,780  $  1,669     7
      Internet                 202       182    11       781       695    12
      Rogers Home Phone        128       129    (1)      513       514     -
                          ---------------------------------------------------
    Total Cable Operations
     operating revenue         795       741     7     3,074     2,878     7
                          ---------------------------------------------------
    Operating expenses
     before the undernoted
      Sales and marketing
       expenses                 61        58     5       243       248    (2)
      Operating, general
       and administrative
       expenses                412       385     7     1,533     1,459     5
                          ---------------------------------------------------
                               473       443     7     1,776     1,707     4
                          ---------------------------------------------------
    Adjusted operating
     profit(1)                 322       298     8     1,298     1,171    11
    Stock-based
     compensation recovery
     (expense)(2)               (8)       (7)   14        12        30   (60)
    Settlement of pension
     obligations(3)            (10)        -   n/m       (10)        -   n/m
    Integration and
     restructuring
     expenses(4)               (20)       (7)  186       (31)       (9)  n/m
    Adjustment for CRTC
     Part II fees
     decision(5)                60         -   n/m        46       (25)  n/m
                          ---------------------------------------------------
    Operating profit(1)   $    344  $    284    21  $  1,315  $  1,167    13
                          ---------------------------------------------------
                          ---------------------------------------------------
     Adjusted operating
      profit margin(1)       40.5%     40.2%           42.2%     40.7%

    -------------------------------------------------------------------------

    (1) As defined. See the sections entitled "Key Performance Indicators and
        Non-GAAP Measures" and "Supplementary Information".
    (2) See the section entitled "Stock-based Compensation".
    (3) Relates to the settlement of pension obligations for all employees in
        the pension plans who had retired as of January 1, 2009 as a result
        of annuity purchases by the Company's pension plans.
    (4) In the three months ended December 31, 2009, costs incurred relate to
        i) severances resulting from the targeted restructuring of our
        employee base to combine the Cable and Wireless businesses into a
        communications organization and to severances and restructuring
        expenses related to the outsourcing of certain information technology
        functions; and ii) the integration of Futureway and Aurora Cable. In
        the three months ended December 31, 2008, costs incurred relate to
        i) severances resulting from the restructuring of our employee base
        to improve our cost structure in light of the declining economic
        conditions; and ii) the integration of Futureway, Aurora Cable, and
        Call-Net.
    (5) Relates to an adjustment for CRTC Part II fees related to prior
        periods. For the three months ended December 31, 2009, the $60
        million adjustment represents the reversal of Part II fees for the
        period from September 1, 2006 to August 31, 2009. For the year ended
        December 31, 2009, the $46 million adjustment represents the reversal
        of Part II fees for the period from September 1, 2006 to December 31,
        2008. The remaining $14 million was related to the period from
        January 1, 2009 to August 31, 2009, and has been recorded as a credit
        within adjusted operating profit.
    

Summarized Subscriber Results

    
    -------------------------------------------------------------------------
                               Three months ended       Twelve months ended
    (Subscriber                    December 31,              December 31,
     statistics in        ---------------------------------------------------
     thousands)              2009    2008(1)   Chg     2009    2008(1)   Chg
    -------------------------------------------------------------------------

    Cable homes passed(2)   3,635     3,547     88    3,635     3,547     88

    Television
      Net additions
       (losses)(3)              3         4     (1)     (24)        9    (33)
      Total Television
       subscribers(4)       2,296     2,320    (24)   2,296     2,320    (24)

    Digital Cable
      Households, net
       additions               39        61    (22)     114       191    (77)
      Total households(4)   1,664     1,550    114    1,664     1,550    114

    Cable High-speed
     Internet
      Net additions(5)         22        22      -       48       109    (61)
      Total Internet
       subscribers
       (residential)(4)
       (5)(6)               1,619     1,571     48    1,619     1,571     48

    Cable telephony lines
      Net additions and
       migrations(7)           28        40    (12)      97       182    (85)
      Total Cable
       telephony lines(4)     937       840     97      937       840     97

    -------------------------------------------------------------------------

    Circuit-switched lines
      Net losses and
       migrations(7)          (19)      (39)    20      (91)     (119)    28
      Total
       circuit-switched
       lines                  124       215    (91)     124       215    (91)

    -------------------------------------------------------------------------

    (1) Certain of the comparative figures have been reclassified to conform
        to the current year presentation.
    (2) Since December 31, 2008, a change in subscriber reporting resulted in
        a cumulative decrease to cable homes passed of approximately 171,000.
    (3) During 2008, a reclassification of certain subscribers had the impact
        of increasing television net additions by approximately 16,000. In
        addition, television net subscriber additions for the twelve months
        ended December 31, 2008 reflect the impact of the conversion of a
        large municipal housing authority's cable TV arrangement with Rogers
        from a bulk to an individual tenant pay basis, which had the impact
        of reducing television subscribers by approximately 5,000.
    (4) On June 12, 2008, we acquired approximately 16,000 television
        subscribers, 11,000 high-speed Internet subscribers, 6,000 digital
        cable households and 2,000 cable telephony lines from Aurora Cable.
        These subscribers are not included in net additions for the twelve
        months ended December 31, 2008.
    (5) Cable high-speed Internet subscriber base excludes ADSL subscribers
        of 5,000 and 10,000 at December 31, 2009 and 2008, respectively. In
        addition, net additions exclude ADSL subscriber losses of 1,000 and
        2,000 in the three months ended December 31, 2009 and 2008,
        respectively.
    (6) During 2008, a change in subscriber reporting resulted in the
        reclassification of approximately 4,000 high-speed Internet
        subscribers from RBS' broadband data circuits to Cable Operations'
        high-speed Internet subscriber base. These subscribers are not
        included in net additions for the three and twelve months ended
        December 31, 2008.
    (7) Includes approximately 2,000 and 21,000 migrations from
        circuit-switched to cable telephony for the three months ended
        December 31, 2009 and 2008, respectively.
    

Increased levels of penetration for many of Cable's products and a level of increased competitive intensity, combined with an economic recession in Ontario, which drove a slowdown in new home construction and high rates of unemployment, resulted in lower net additions of most of our cable products in the three months ended December 31, 2009, compared to the corresponding period of 2008. The impact of this recession has affected sales of Cable's products as customers move residences less and the growth in new home construction has slowed significantly, which historically are two of Cable's largest sources of new product sales. In response to these conditions, Cable has implemented strategic cost reduction and efficiency improvement initiatives to enable a sustained reduction of operating costs.

Core Cable Revenue

Within Cable Operations, the increase in Core Cable revenue for the three months ended December 31, 2009, compared to the corresponding period of 2008, reflects the continued increasing penetration of our digital cable product offerings. Additionally, the impact of certain price changes introduced during the previous twelve months to both our analog and digital cable services contributed to the growth in revenue.

Cable continues to lead the Canadian cable industry in digital penetration. The digital cable subscriber base grew by 7% from December 31, 2008 to December 31, 2009, to 72% of television households, compared to 67% as at December 31, 2008. Increased demand from subscribers for digital content, HDTV and personal video recorder ("PVR") equipment continue to drive the growth in the digital subscriber base.

Cable Internet Revenue

The year-over-year increase in Internet revenues for the three months ended December 31, 2009, primarily reflects the increase in the Internet subscriber base, combined with Internet services price changes made during the previous twelve months and incremental revenue from additional usage charges for customers who exceed monthly gigabyte allowances associated with their respective plans.

With the high-speed Internet base now at approximately 1.6 million subscribers, Internet penetration is approximately 45% of the homes passed by our cable networks and 71% of our television subscriber base.

Rogers Home Phone Revenue

The Rogers Home Phone revenue for the three months ended December 31, 2009, reflects the year-over-year growth in the cable telephony customer base comprised of cable telephony revenue growth of approximately 12% for the quarter, offset by the ongoing decline of the legacy circuit-switched telephony and long-distance only customer bases. The lower net additions of cable telephony lines in the fourth quarter of 2009 versus the corresponding period of 2008 reflects a decline of approximately 19,000 circuit-switched customer migrations in 2009, as the majority of eligible customers had been migrated by the end of 2008.

Cable telephony lines in service grew 12% from December 31, 2008 to December 31, 2009. At December 31, 2009, cable telephony lines represented 26% of the homes passed by our cable networks and 41% of television subscribers.

Cable continues to focus principally on growing its on-net cable telephony line base. As part of this on-net focus, Cable continued to significantly de-emphasize circuit-switched sales through 2009 and intensified its efforts to convert circuit-switched lines that are within the cable territory onto its cable telephony platform. Of the 28,000 net line additions to cable telephony during the fourth quarter of 2009, approximately 2,000 were migrations of lines from our legacy circuit-switched platform to our cable telephony platform. Because of the strategic decision in early 2008 to de-emphasize sales of the circuit-switched telephony product outside of the cable footprint, Cable expects that circuit-switched net line losses will continue as that base of subscribers continues to contract over time.

Excluding the impact of the shrinking circuit-switched telephony business, the year-over-year revenue growth for Rogers Home Phone and Cable Operations for the fourth quarter ended December 31, 2009 would have been 12% and 10%, respectively.

Cable Operations Operating Expenses

The increase in Cable Operations' operating expenses for the three months ended December 31, 2009 compared to the corresponding period of 2008 was primarily driven by the increases in the digital cable, Internet and Rogers Home Phone subscriber bases, resulting in higher costs associated with programming and other content, network operations, and increases in information technology costs. Partially offsetting these increases was a reduction in certain other costs resulting from lower volumes of subscriber net additions in the fourth quarter of 2009 and cost reduction and efficiency initiatives across various functions. Cable Operations continues to focus on implementing a program of permanent cost reduction and efficiency improvement initiatives to control the overall growth in operating expenses.

Cable Operations Adjusted Operating Profit

The year-over-year growth in adjusted operating profit was primarily the result of the revenue growth described above, combined with decreased activity levels and cost efficiencies. As a result, Cable Operations adjusted operating profit margins increased to 40.5% for the three months ended December 31, 2009, compared to 40.2% in the corresponding period of 2008.

Other Cable Operations Developments

In October 2009, the CRTC amended its regulation relating to Part II fees. These fees going forward will be approximately one-third less than the historical rate of approximately $21 million annually. For the three months ended December 31, 2009, the $60 million adjustment represents the reversal of Part II fees for the period from September 1, 2006 to August 31, 2009. For the twelve months ended December 31, 2009, the $46 million adjustment represents the reversal of Part II fees for the period from September 1, 2006 to December 31, 2008. The remaining $14 million was related to the period from January 1, 2009 to August 31, 2009, and has been recorded as a credit within adjusted operating profit.

ROGERS BUSINESS SOLUTIONS

Summarized Financial Results

    
    -------------------------------------------------------------------------
                               Three months ended       Twelve months ended
    (In millions of                December 31,              December 31,
     dollars, except      ---------------------------------------------------
     margin)                  2009      2008 % Chg      2009      2008 % Chg
    -------------------------------------------------------------------------

    RBS operating revenue $    124  $    132    (6) $    503  $    526    (4)

    Operating expenses
     before the undernoted
      Sales and marketing
       expenses                  7         7     -        26        26     -
      Operating, general
       and administrative
       expenses                112       111     1       442       441     -
                          ---------------------------------------------------
                               119       118     1       468       467     -
                          ---------------------------------------------------
    Adjusted operating
     profit(1)                   5        14   (64)       35        59   (41)
    Stock-based
     compensation recovery
     (expense)(2)               (1)        -   n/m        (1)        1   n/m
    Integration and
     restructuring
     expenses(3)                (2)       (2)    -        (3)       (6)  (50)
                          ---------------------------------------------------
    Operating profit(1)   $      2  $     12   (83) $     31  $     54   (43)
                          ---------------------------------------------------
                          ---------------------------------------------------

    Adjusted operating
     profit margin(1)         4.0%     10.6%            7.0%     11.2%

    -------------------------------------------------------------------------

    (1) As defined. See the sections entitled "Key Performance Indicators and
        Non-GAAP Measures" and "Supplementary Information".
    (2) See the section entitled "Stock-based Compensation".
    (3) In the three months ended December 31, 2009, costs incurred relate to
        severances resulting from the targeted restructuring of our employee
        base to combine the Cable and Wireless businesses into a
        communications organization and to severances and restructuring
        expenses related to the outsourcing of certain information technology
        functions. In the three months ended December 31, 2008, costs
        incurred relate to i) severances resulting from the restructuring of
        our employee base to improve our cost structure in light of the
        declining economic conditions; and ii) the integration and Call-Net;
        and iii) the restructuring of RBS.
    

Summarized Subscriber Results

    
    -------------------------------------------------------------------------
                               Three months ended       Twelve months ended
    (Subscriber                    December 31,              December 31,
     statistics in        ---------------------------------------------------
     thousands)               2009      2008   Chg      2009      2008   Chg
    -------------------------------------------------------------------------

    Local line
     equivalents(1)
      Total local line
       equivalents             169       197   (28)      169       197   (28)

    Broadband data
     circuits(2)(3)
      Total broadband
       data circuits            36        34     2        36        34     2

    -------------------------------------------------------------------------

    (1) Local line equivalents include individual voice lines plus Primary
        Rate Interfaces ("PRIs") at a factor of 23 voice lines each.
    (2) Broadband data circuits are those customer locations accessed by data
        networking technologies including DOCSIS, DSL, E10/100/1000, OC 3/12
        and DS 1/3.
    (3) During the first quarter of 2008, a change in subscriber reporting
        resulted in the reclassification of approximately 4,000 high-speed
        Internet subscribers from RBS' broadband data circuits to Cable
        Operations' high-speed Internet subscriber base. These subscribers
        are not included in net additions for 2008.
    

RBS Revenue

The decrease in RBS revenues reflects the ongoing decline in the legacy business partially offset by an increase in long-distance revenue. RBS is focused on leveraging on-net revenue opportunities utilizing Cable's existing network facilities as well as maintaining its existing medium enterprise customer base while growing the carrier business. RBS continues to manage profitability of existing enterprise customers. For the three months ended December 31, 2009, RBS data and local revenues declined, which was partially offset by an increase in long-distance revenue, compared to the corresponding period of 2008.

RBS Operating Expenses

Operating, general and administrative expenses were relatively unchanged for the three months ended December 31, 2009, compared to the corresponding period of 2008. An increase in long-distance costs due to higher call volumes and country mix resulted in higher operating costs which were offset by lower data and local carriers charges.

Sales and marketing expenses were relatively unchanged for the three months ended December 31, 2009, compared to the corresponding period of 2008, and reflect cost control initiatives and targeted marketing within the medium and large enterprise and carrier segments.

RBS Adjusted Operating Profit

RBS adjusted operating profit has declined year over year for the three months ended December 31, 2009 due to the decrease in revenues as RBS transitions away from its legacy data and local revenues. As RBS is focusing its attention on growing future revenue streams from on-net IP technologies in voice and data it is investing in incremental operating costs to support that growth and therefore offsetting the cost declines from the legacy side of the business.

ROGERS RETAIL

Summarized Financial Results

    
    -------------------------------------------------------------------------
                               Three months ended       Twelve months ended
    (In millions of                December 31,              December 31,
     dollars, except        -------------------------------------------------
     margin)                  2009      2008 % Chg      2009      2008 % Chg
    -------------------------------------------------------------------------

    Rogers Retail
     operating revenue    $    110  $    117    (6) $    399  $    417    (4)
                          ---------------------------------------------------

    Operating expenses
     before the undernoted     112       116    (3)      408       414    (1)
                          ---------------------------------------------------
    Adjusted operating
     (loss) profit(1)           (2)        1   n/m        (9)        3   n/m
    Stock-based
     compensation
     recovery(2)                 -         -   n/m         1         1     -
    Settlement of pension
     obligations(3)             (1)        -   n/m        (1)        -   n/m
    Integration and
     restructuring
     expenses(4)                (7)       (1)  n/m       (12)       (5)  140
                          ---------------------------------------------------
    Operating (loss)
     profit(1)            $    (10) $      -   n/m  $    (21) $     (1)  n/m
                          ---------------------------------------------------
                          ---------------------------------------------------

    Adjusted operating
     (loss) profit
     margin(1)               (1.8%)     0.9%           (2.3%)     0.7%

    -------------------------------------------------------------------------

    (1) As defined. See the sections entitled "Key Performance Indicators and
        Non-GAAP Measures".
    (2) See the section entitled "Stock-based Compensation".
    (3) Relates to the settlement of pension obligations for all employees in
        the pension plans who had retired as of January 1, 2009 as a result
        of annuity purchases by the Company's pension plans.
    (4) In the three months ended December 31, 2009, costs incurred relate to
        i) severances resulting from the targeted restructuring of our
        employee base to combine the Cable and Wireless businesses into a
        communications organization; and ii) the closure of certain Rogers
        Retail stores. In the three months ended December 31, 2008, costs
        incurred relate to i) severances resulting from the restructuring of
        our employee base to improve our cost structure in light of the
        declining economic conditions; and ii) the closure of certain Rogers
        Retail stores.
    

Rogers Retail Revenue

The decrease in Rogers Retail revenue for the three months ended December 31, 2009, compared to the corresponding period of 2008, was the result of a continued decline in video rental and sales, combined with a lower volume of iPhone upgrades in 2009 by existing Wireless customers versus the prior year period, partially offset by strong sales of cable products.

Rogers Retail Adjusted Operating (Loss) Profit

Adjusted operating (loss) profit at Rogers Retail decreased for the three months ended December 31, 2009, compared to the corresponding period of 2008, reflecting the trends noted above.

CABLE ADDITIONS TO PP&E

The Cable Operations segment categorizes its PP&E expenditures according to a standardized set of reporting categories that were developed and agreed to by the U.S. cable television industry and which facilitate comparisons of additions to PP&E between different cable companies. Under these industry definitions, Cable Operations additions to PP&E are classified into the following five categories:

    
    -   Customer premise equipment ("CPE"), which includes the equipment for
        digital set-top terminals, Internet modems and associated
        installation costs;
    -   Scalable infrastructure, which includes non-CPE costs to meet
        business growth and to provide service enhancements, including many
        of the costs to-date of the cable telephony initiative;
    -   Line extensions, which includes network costs to enter new service
        areas;
    -   Upgrades and rebuild, which includes the costs to modify or replace
        existing coaxial cable, fibre-optic equipment and network
        electronics; and
    -   Support capital, which includes the costs associated with the
        purchase, replacement or enhancement of non-network assets.
    

Summarized Cable PP&E Additions

    
    -------------------------------------------------------------------------
                               Three months ended       Twelve months ended
                                   December 31,              December 31,
    (In millions of       ---------------------------------------------------
     dollars)                 2009      2008 % Chg      2009      2008 % Chg
    -------------------------------------------------------------------------

    Additions to PP&E
      Customer premise
       equipment          $     40  $    113   (65) $    185  $    284   (35)
      Scalable
       infrastructure           91       111   (18)      259       279    (7)
      Line extensions           12        17   (29)       40        48   (17)
      Upgrades and rebuild       5        19   (74)       20        35   (43)
      Support capital           54        76   (29)      138       183   (25)
                          ---------------------------------------------------
    Total Cable Operations     202       336   (40)      642       829   (23)
    RBS                         10        11    (9)       37        36     3
    Rogers Retail                5         9   (44)       14        21   (33)
                          ---------------------------------------------------
                          $    217  $    356   (39) $    693  $    886   (22)
    -------------------------------------------------------------------------
    

Additions to Cable PP&E include continued investments in the cable network to continue to enhance customer experience through increased speed and performance of our Internet service and capacity enhancements to our digital network to allow for incremental HD and On-Demand services to be added.

The decline in Cable Operations PP&E additions for the three months ended December 31, 2009 compared to the corresponding period in 2008 resulted primarily from lower spending associated with lower levels of subscriber additions.

The RBS PP&E additions for the three months ended December 31, 2009 were relatively flat compared to the corresponding period of 2008.

Rogers Retail PP&E additions are attributable to improvements made to certain retail locations.

    
    MEDIA
    -----
    

Summarized Media Financial Results

    
    -------------------------------------------------------------------------
                               Three months ended       Twelve months ended
    (In millions of                December 31,              December 31,
     dollars, except      ---------------------------------------------------
     margin)                  2009      2008 % Chg     2009 2008(1)(2) % Chg
    -------------------------------------------------------------------------

    Operating revenue     $    393  $    394     -  $  1,407  $  1,496    (6)
                          ---------------------------------------------------

    Operating expenses
     before the undernoted     341       348    (2)    1,288     1,354    (5)
                          ---------------------------------------------------
    Adjusted operating
     profit(3)                  52        46    13       119       142   (16)
    Stock-based
     compensation
     recovery (expense)(4)      (5)       (5)    -         8        17   (53)
    Settlement of pension
     obligations(5)            (15)        -   n/m       (15)        -   n/m
    Integration and
     restructuring
     expenses(6)               (14)      (11)   27       (35)      (11)  n/m
    Contract termination
     fees(7)                    (7)        -   n/m       (19)        -   n/m
    Adjustment for CRTC
     Part II fees
     decision(8)                19         -   n/m        15        (6)  n/m
                          ---------------------------------------------------
    Operating profit(3)   $     30  $     30     -  $     73  $    142   (49)
                          ---------------------------------------------------
                          ---------------------------------------------------

    Adjusted operating
     profit margin(3)        13.2%     11.7%            8.5%      9.5%

    Additions to
     property, plant and
     equipment(3)         $     21  $     32   (34) $     62  $     81   (23)
    -------------------------------------------------------------------------

    (1) The operating results of channel m are included in Media's results of
        operations from the date of acquisition on April 30, 2008.
    (2) The operating results of Outdoor Life Network are included in Media's
        results of operations from the date of acquisition on July 31, 2008.
    (3) As defined. See the section entitled "Key Performance Indicators and
        Non-GAAP Measures".
    (4) See the section entitled "Stock-based Compensation".
    (5) Relates to the settlement of pension obligations for all employees in
        the pension plans who had retired as of January 1, 2009 as a result
        of annuity purchases by the Company's pension plans.
    (6) In the three months ended December 31, 2009 and December 31, 2008,
        costs incurred relate to severances resulting from the targeted
        restructuring of our employee base to improve our cost structure in
        light of the current economic and competitive conditions.
    (7) Relates to the termination and release of certain Blue Jays players
        from the remaining term of their contracts.
    (8) Relates to an adjustment for CRTC Part II fees related to prior
        periods. For the three months ended December 31, 2009, the
        $19 million adjustment represents the reversal of Part II fees for
        the period from September 1, 2006 to August 31, 2009. For the year
        ended December 31, 2009, the $15 million adjustment represents the
        reversal of Part II fees for the period from September 1, 2006 to
        December 31, 2008. The remaining $4 million was related to the period
        from January 1, 2009 to August 31, 2009, and has been recorded as a
        credit within adjusted operating profit.
    

Media Revenue

Overall Media revenue for the three months ended December 31, 2009 was flat as compared to the corresponding period of 2008. Despite the challenging economic environment, certain of Media's divisions began to experience an inflection in the advertising sales and consumer spending for the first time in several quarters. Television, Sportsnet and The Shopping Channel delivered year-over-year increases in revenues driven by significant prime time ratings improvements, increased subscriber fees and improvements in consumer discretionary spending. Media's Publishing, Radio and Sports Entertainment divisions reported revenue declines, although the year over year advertising sales declines in Radio moderated this quarter.

Media Operating Expenses

The decrease in Media's operating expenses for the three months ended December 31, 2009, compared to the corresponding period of 2008 were driven by focused cost reduction programs across all of Media's divisions and lower variable costs associated with printing and production at Publishing. This was partially offset by cost of goods sold increases at The Shopping Channel associated with higher sales volumes and certain planned increases in programming costs at Television.

Media Adjusted Operating Profit

The increase in Media's adjusted operating profit for the three months ended December 31, 2009, compared to the corresponding period of 2008, primarily reflects the revenue and expense changes discussed above.

The challenging economic conditions experienced since early 2008 have resulted in a weakening of revenue expectations for certain parts of our broadcasting portfolio. As a result of these challenging conditions and the decline experienced in advertising revenues, we recorded a non-cash impairment charge of $18 million related to certain of our broadcast assets. See the section entitled "Impairment Losses on Goodwill, Intangible Assets and Other Long-Term Assets" for further details.

Media Additions to PP&E

Media's PP&E additions in the three months ended December 31, 2009, declined from the corresponding period in 2008 due to cost containment initiatives. A significant portion of Media's additions reflect the construction of a new television production facility for the combined Ontario operations of Citytv and OMNI which was completed in the fourth quarter of 2009.

Other Media Developments

In October 2009, the CRTC amended its regulation relating to Part II fees. These fees going forward will be approximately one-third less than the historical rate of approximately $6 million annually. For the three months ended December 31, 2009, the $19 million adjustment represents the reversal of Part II fees for the period from September 1, 2006 to August 31, 2009. For the year ended December 31, 2009, the $15 million adjustment represents the reversal of Part II fees for the period from September 1, 2006 to December 31, 2008. The remaining $4 million was related to the period from January 1, 2009 to August 31, 2009, and has been recorded as a credit within adjusted operating profit.

    
    RECONCILIATION OF NET INCOME TO OPERATING PROFIT AND ADJUSTED OPERATING
    PROFIT FOR THE PERIOD
    

The items listed below represent the consolidated income and expense amounts that are required to reconcile net income as defined under Canadian GAAP to the non-GAAP measures operating profit and adjusted operating profit for the period. See the "Supplementary Information" section for a full reconciliation to adjusted operating profit, adjusted net income, and adjusted net income per share. For details of these amounts on a segment-by-segment basis and for an understanding of intersegment eliminations on consolidation, the following section should be read in conjunction with the tables in the Supplemental Information section entitled "Segmented Information".

    
    -------------------------------------------------------------------------
                               Three months ended       Twelve months ended
                                   December 31,              December 31,
    (In millions of       ---------------------------------------------------
     dollars)                 2009      2008 % Chg      2009      2008 % Chg
    -------------------------------------------------------------------------

    Net income (loss)     $    310  $   (138)  n/m  $  1,478  $  1,002    48
    Income tax expense          88        87     1       502       424    18
    Other (income) expense,
     net                        (1)       (3)  (67)       (6)      (28)  (79)
    Change in the fair
     value of derivative
     instruments                37       (43)  n/m        65       (64)  n/m
    Loss on repayment of
     long-term debt              7         -   n/m         7         -   n/m
    Foreign exchange (gain)
     loss                      (13)       77   n/m      (136)       99   n/m
    Debt issuance costs          6         -   n/m        11        16   (31)
    Interest on long-term
     debt                      173       157    10       647       575    13
                          ---------------------------------------------------
    Operating income           607       137   n/m     2,568     2,024    27
    Impairment losses on
     goodwill, intangible
     assets and other
     long-term assets           18       294   (94)       18       294   (94)
    Depreciation and
     amortization              424       471   (10)    1,730     1,760    (2)
                          ---------------------------------------------------
    Operating profit         1,049       902    16     4,316     4,078     6
    Stock-based
     compensation
     expense (recovery)         29        25    16       (33)     (100)  (67)
    Settlement of pension
     obligations                30         -   n/m        30         -   n/m
    Integration and
     restructuring
     expenses                   65        41    59       117        51   129
    Contract termination
     fees                        7         -   n/m        19         -   n/m
    Adjustment for CRTC
     Part II fees decision     (79)        -   n/m       (61)       31   n/m
                          ---------------------------------------------------
    Adjusted operating
     profit               $  1,101  $    968    14  $  4,388  $  4,060     8
    -------------------------------------------------------------------------
    

Net Income (Loss) and Net Income (Loss) Per Share

We recorded net income of $310 million for the three months ended December 31, 2009, or basic and diluted net income per share of $0.51, compared to net loss of $138 million, or basic and diluted net loss per share of $0.22, in the corresponding period in 2008.

On an adjusted basis, we recorded net income of $370 million for the three months ended December 31, 2009, or basic and diluted adjusted net income per share of $0.61, compared to net income of $164 million, or basic and diluted net income per share of $0.26 in the corresponding period in 2008.

Income Tax Expense

Our effective income tax rate for the three months ended December 31, 2009 was 22.1%. This differed from the 2009 statutory income tax rate of 33.2% primarily due to an income tax recovery of $27 million resulting from reductions in substantively enacted tax rates.

The effective income tax rate for the three months ended December 31, 2008 was (170.6%). The effective income tax rate differed from the 2008 statutory income tax rate of 32.7% primarily due to a future income tax charge of $64 million relating to an increase in the valuation allowance recorded in respect of realized and unrealized capital losses and a $51 million increase to recognize that impairment losses on goodwill and intangible assets are not deductible for income tax purposes.

    
    -------------------------------------------------------------------------
                                    Three months ended   Twelve months ended
                                        December 31,          December 31,
                                  -------------------------------------------
    (In millions of dollars)          2009       2008       2009       2008
    -------------------------------------------------------------------------

    Statutory income tax rates        33.2%      32.7%      32.3%      32.7%
    -------------------------------------------------------------------------

    Income before income taxes     $    398   $    (51)  $  1,980   $  1,426

    Income tax expense (recovery)
     at statutory income tax rate
     on income before income taxes $    132   $    (17)  $    640   $    466
    Increase (decrease) in income
     taxes resulting from:
      Ontario income tax
       harmonization credit               -          -          -        (65)
      Change in valuation allowance      (3)        64        (64)        19
      Effect of tax rate changes        (27)       (11)       (58)       (33)
      Impairment losses on goodwill
       and intangible assets not
       deductible for income tax
       purposes                           -         51          -         51
    Other items                         (14)         -        (16)       (14)
                                  -------------------------------------------

    Income tax expense             $     88   $     87   $    502   $    424
    -------------------------------------------------------------------------

    Effective income tax rate         22.1%    (170.6%)     25.4%      29.7%
    -------------------------------------------------------------------------
    

Change in Fair Value of Derivative Instruments

The change in the fair value of derivative instruments in the three months ended December 31, 2009 was primarily the result of: i) the $30 million non-cash write-off of the recorded value of the prepayment option for our Senior Subordinated Notes due 2012 which were redeemed in December 2009 (see section entitled "Overview of Liquidity, Financing and Share Capital Activities - Financing"); ii) the $10 million non-cash change in the fair value of the cross-currency interest rate exchange agreements ("Derivatives") hedging our US$350 million Senior Notes due 2038 that have not been designated as hedges for accounting purposes; and iii) the $2 million non-cash gain recorded on certain U.S. dollar forward contracts. This change in fair value of the Derivatives was primarily caused by changes in the value of the Canadian dollar relative to that of the U.S. dollar. During the three months ended December 31, 2009, the Canadian dollar strengthened by 2.1 cents versus the U.S. dollar. We have recorded the fair value of our Derivatives using an estimated credit-adjusted mark-to-market valuation. The impact of such valuation is illustrated in the section entitled "Fair Value of Derivatives".

Foreign Exchange Gain (Loss)

During the three months ended December 31, 2009, the Canadian dollar strengthened by 2.1 cents versus the U.S. dollar resulting in a foreign exchange gain of $13 million, primarily related to US$750 million of our U.S. dollar-denominated long-term debt that is not hedged for accounting purposes, comprised of the US$400 million of Subordinated Notes due 2012 which were not hedged and which were redeemed in December 2009, and the US$350 million Senior Notes due 2038 for which the associated Derivatives have not been designated as hedges for accounting purposes. During the corresponding period of 2008, the Canadian dollar weakened by 16.4 cents versus the U.S. dollar and resulted in a foreign exchange loss of $77 million during the three months ended December 31, 2008.

Debt Issuance Costs

During the three months ended December 31, 2009, we recorded debt issuance costs of $6 million for transaction costs incurred in connection with the $500 million of 5.38% Senior Notes and $500 million of 6.68% Senior Notes offerings that closed in November 2009. See the section entitled "Overview of Liquidity, Financing and Share Capital Activities - Financing" for further details.

Interest on Long-Term Debt

The $16 million increase in interest expense for the three months ended December 31, 2009, compared to the corresponding period of 2008, is primarily due to the increase in long-term debt at December 31, 2009 compared to December 31, 2008, including the impact of Derivatives.

Operating Income

The increase in operating income in the three months ended December 31, 2009, compared to the corresponding periods of 2008, reflects the growth in revenue and the reduction of expenses discussed above. See the section entitled "Segment Review" for a detailed discussion of respective segment results.

Impairment Losses on Goodwill, Intangible Assets and Other Long-Term Assets

In the fourth quarter of 2009, we determined that the fair value of a radio station licence of Media was lower than its carrying value. This primarily resulted from the weakening of advertising revenues in a local market. As a result, we recorded a non-cash impairment charge of $4 million related to one of our Ontario radio licences. In addition, and also related to declines in advertising revenue, we recorded an impairment charge of $14 million related to our OMNI television network with the following components: $1 million related to the broadcast licences and $13 million related to other long-lived assets.

In the fourth quarter of 2008, we determined that the fair value of the conventional television business of Media was lower than its carrying value. This primarily resulted from weakening of industry expectations and declines in advertising revenues amidst the slowing economy. As a result, we recorded an aggregate non-cash impairment charge of $294 million with the following components: $154 million related to goodwill, $75 million related to broadcast licences and $65 million related to intangible assets and other long-term assets.

Depreciation and Amortization Expense

The change in depreciation and amortization expense for the three months ended December 31, 2009, compared to the corresponding period of 2008, primarily reflects the increase in depreciation on PP&E offset by the decrease in amortization of intangible assets that were fully amortized recently.

Stock-based Compensation

A summary of stock-based compensation (recovery) expense is as follows:

    
                                  -------------------------------------------
                                  Stock-based Compensation Expense (Recovery)
                                      Included in Operating, General and
                                             Administrative Expenses
    -------------------------------------------------------------------------
                                    Three months ended   Twelve months ended
                                        December 31,          December 31,
                                  -------------------------------------------
    (In millions of dollars)          2009       2008       2009       2008
    -------------------------------------------------------------------------

    Wireless                       $      5   $      4   $      -   $     (5)
    Cable                                 9          7        (12)       (32)
    Media                                 5          5         (8)       (17)
    Corporate                            10          9        (13)       (46)
                                  -------------------------------------------
                                   $     29   $     25   $    (33)  $   (100)
    -------------------------------------------------------------------------
    

At December 31, 2009, we had a liability of $178 million, compared to a liability of $278 million at December 31, 2008, related to stock-based compensation recorded at its intrinsic value, including stock options, restricted share units and deferred share units. In the three months ended December 31, 2009, $30 million was paid to holders of stock options, restricted share units and deferred share units upon exercise using a cash settlement feature which we adopted for stock options in May 2007. In the three months ended December 31, 2008, $41 million was paid to holders of stock options, restricted share units and deferred share units upon exercise using the cash settlement feature. The expense (recovery) in a given period is generally a function of the vesting of options and units and a true up to the liability associated with changes to the underlying price of the RCI Class B Non-voting shares.

Integration and Restructuring Expenses

During the three months ended December 31, 2009, we incurred $65 million of restructuring expenses related to i) severances resulting from the targeted restructuring of our employee base to combine the Cable and Wireless businesses into a communications organization and to improve our cost structure in light of the current economic and competitive conditions ($62 million); ii) severances and restructuring expenses related to the outsourcing of certain information technology functions ($2 million); and iii) the closure of certain retail stores ($1 million).

Contract Termination Fees

During the three months ended December 31, 2009, the Blue Jays terminated and released certain players from the remaining term of their contracts, which resulted in a $7 million charge to operating profit.

Adjusted Operating Profit

As discussed above, the adjusted operating profit in Wireless, Cable and Media all increased for the three months ended December 31, 2009 compared to the three months ended December 31, 2008. For discussions of the results of operations of each of these segments, refer to the respective segment sections above.

For the three months ended December 31, 2009, consolidated adjusted operating profit increased to $1,101 million, from $968 million in the corresponding period of the prior year. Consolidated adjusted operating profit for the three months ended December 31, 2009 and December 31, 2008, respectively, excludes: (i) stock-based compensation expense of $29 million and $25 million; (ii) integration and restructuring expenses of $65 million and $41 million; (iii) contract termination fees of $7 million and $nil; (iv) settlement of pension obligations of $30 million and $nil; and (v) adjustment for CRTC Part II fees decision of $(79) million and $nil.

For details on the determination of adjusted operating profit, which is a non-GAAP measure, see the sections entitled "Supplementary Information" and "Key Performance Indicators and Non-GAAP Measures".

ADDITIONS TO PP&E

For details on the additions of PP&E for the Wireless, Cable and Media segments, refer to the section entitled "Segment Review".

Corporate Additions to PP&E

The corporate additions to PP&E included $53 million for the three months ended December 31, 2009 and $31 million for the three months ended December 31, 2008 both of which related to spending associated with an enterprise-wide billing and business support system initiative.

OVERVIEW OF LIQUIDITY, FINANCING AND SHARE CAPITAL ACTIVITIES

Consolidated Liquidity and Capital Resources

Operations

For the three months ended December 31, 2009, cash generated from operations before changes in non-cash operating working capital items, which is calculated by eliminating the effect of all non-cash items from net income, increased to $869 million from $795 million in the corresponding period of 2008. The $74 million increase is primarily the result of a $133 million increase in adjusted operating profit, most notably offset by the $24 million increase in the integration and restructuring charge and $16 million increase in interest expense.

Taking into account the changes in non-cash working capital items for the three months ended December 31, 2009, cash generated from operations was $1,007 million, compared to $831 million in the corresponding period of 2008. The cash generated from operations of $1,007 million, together with the following items, resulted in total net funds of approximately $2,010 million generated or raised in the three months ended December 31, 2009:

    
    -   receipt of $1.0 billion aggregate proceeds from the November 2009
        issuance of our $500 million 5.38% Senior Notes due 2019 and $500
        million 6.68% Senior Notes due 2039;

    -   receipt of $2 million in net proceeds from the settlement of the
        US$408 million aggregate amount of forward contracts relating to the
        redemption of our US$400 million 8.00% Senior Subordinated Notes due
        2012; and

    -   receipt of $1 million from the issuance of Class B Non-Voting shares
        under the exercise of employee stock options.
    

Net funds used during the three months ended December 31, 2009 totalled approximately $1,795 million, the details of which include funding:

    
    -   additions to PP&E of $535 million, net of $36 million of related
        changes in non-cash working capital;

    -   the payment of quarterly dividends of $177 million on our Class A
        Voting and Class B Non-Voting shares;

    -   the purchase for cancellation of 13,435,400 Class B Non-Voting shares
        for an aggregate purchase price of $430 million;

    -   redemption of our US$400 million 8.00% Senior Subordinated Notes due
        2012 for Canadian equivalent $424 million principal repayment amount
        and $8 million repayment premium;

    -   the purchase of 3.2 million shares of Cogeco Cable Inc. and
        1.6 million shares of Cogeco Inc. for an aggregate purchase price of
        $163 million;

    -   payments for program rights of $54 million; and

    -   acquisitions and other net investments aggregating $4 million.
    

Taking into account the cash and equivalents of $168 million at the beginning of the period and the cash sources and uses described above, the cash and cash equivalents at December 31, 2009 were $383 million.

Financing

Our long-term debt instruments are described in Note 14 to the 2008 Annual Audited Consolidated Financial Statements.

On November 4, 2009 RCI issued in Canada $500 million principal amount of 5.38% Senior Notes due 2019 (the "2019 Notes") and $500 million principal amount of 6.68% Senior Notes due 2039 (the "2039 Notes"). The 2019 Notes were issued at a discount of 99.931% for an effective yield of 5.389% per year and the 2039 Notes were issued at a discount of 99.897% for an effective yield of 6.688% per year. RCI received aggregate net proceeds of $993 million from the issuance of the 2019 Notes and the 2039 Notes after deducting the respective issue discount, underwriting commission and other related expenses. The 2019 Notes and the 2039 Notes are unsecured and are guaranteed on an unsecured basis by each of Rogers Wireless Partnership and Rogers Cable Communications Inc. and rank pari passu with all of RCI's other senior unsecured and unsubordinated notes and debentures and any amounts outstanding from time to time under our bank credit facility.

In addition, on December 15, 2009 RCI redeemed the entire outstanding principal amount of our US$400 million (Cdn$424 million) 8.00% Senior Subordinated Notes due 2012 at the prescribed redemption price of 102% of the principal amount, or US$408 million (Cdn$432 million). As a result, we incurred a net loss on repayment of long-term debt of $7 million, which is expensed in the consolidated statement of income, comprising the $8 million cash payment for the 2% redemption premium, partially offset by a corresponding $1 million non-cash write-down of the related fair value increment arising from purchase accounting.

At December 31, 2009, there were no advances outstanding under our $2.4 billion bank credit facility and the full amount is available to be drawn, excluding letters of credit of $47 million.

During the three months ended September 30, 2009, RCI made a lump-sum contribution of $61 million to its pension plans, following which the pension plans purchased $172 million of annuities from insurance companies for employees who had retired as of January 1, 2009. The purchase of the annuities relieves the Company of the primary responsibility for and, eliminates significant risks associated with, the accrued benefit obligation for the retired employees. The non-cash settlement loss arising from this settlement of pension obligations was $30 million and was recorded in the quarter ending December 31, 2009.

Shelf Prospectuses

In order to maintain financial flexibility, in November 2007 we filed shelf prospectuses with securities regulators to qualify debt securities of RCI for sale in Canada and/or in the United States. These shelf prospectuses were scheduled to expire in December 2009. To replace these expiring shelf prospectuses, in November 2009, we filed two new shelf prospectuses with securities regulators to qualify debt securities of RCI, one for the sale of up to Cdn$4 billion of debt securities in Canada and the other for the sale of up to US$4 billion in the United States and Ontario. These new shelf prospectuses expire in December 2011. The notice set forth in this paragraph does not constitute an offer of any securities for sale.

Normal Course Issuer Bid

In February 2009, we filed a NCIB authorizing us to repurchase up to the lesser of 15 million of our Class B Non-Voting shares and that number of Class B Non-Voting shares that can be purchased under the NCIB for an aggregate purchase price of $300 million. This NCIB, which expires on February 19, 2010, replaced a previously filed NCIB which expired in January 2009.

In May 2009, we amended the NCIB filed in February 2009 to provide that we may, during the twelve month period commencing February 20, 2009 and ending February 19, 2010, purchase on the TSX up to the lesser of 48 million of our Class B Non-Voting shares and that number of Class B Non-Voting shares that can be purchased under the NCIB for an aggregate purchase price of $1.5 billion.

During the three months ended December 31, 2009, we purchased an aggregate 13,435,400 Class B Non-Voting shares for an aggregate purchase price of $430 million. An aggregate 1,051,000 of these shares comprising $34 million of the aggregate purchase price were purchased and recorded in the fourth quarter but were settled in early January 2010. In addition, 1,350,000 of the shares were purchased by RCI pursuant to a private agreement between RCI and a certain arm's-length third party seller for a purchase price of $40 million. This purchase was made under issuer bid exemption orders issued by the Ontario Securities Commission and is included in calculating the number of Class B Non-Voting shares that RCI may purchase pursuant to the NCIB. For the full year ended December 31, 2009, we purchased an aggregate 43,776,200 Class B Non-Voting shares for an aggregate purchase price of $1,347 million.

On February 17, 2010, we announced that the Toronto Stock Exchange has accepted a notice filed by RCI of our intention to renew our NCIB for our Class B Non-Voting shares for a further one-year period commencing February 22, 2010 and ending February 21, 2011, and which during such one-year period we may purchase on the TSX up to the lesser of 43.6 million Class B Non-Voting shares and that number of Class B Non-Voting shares that can be purchased under the NCIB for an aggregate purchase price of $1.5 billion. The actual number of Class B Non-Voting shares purchased under the NCIB and the timing of such purchases will be determined by management considering market conditions, stock prices, our cash position, and other factors.

Interest Rate and Foreign Exchange Management

Economic Hedge Analysis

For the purposes of our discussion on the hedged portion of long-term debt, we have used non-GAAP measures in that we include all Derivatives, whether or not they qualify as hedges for accounting purposes, since all such Derivatives are used for risk management purposes only and are designated as a hedge of specific debt instruments for economic purposes. As a result, the Canadian dollar equivalent of U.S. dollar-denominated long-term debt reflects the contracted foreign exchange rate for all of our Derivatives regardless of qualifications for accounting purposes as a hedge.

On December 15, 2009, we redeemed the entire outstanding principal amount of our US$400 million 8.00% Senior Subordinated Notes due 2012, which were not hedged on an economic basis nor on an accounting basis. As a result of the redemption of these unhedged Senior Subordinated Notes due 2012, on December 31, 2009, 100% of our U.S. dollar-denominated debt was hedged on an economic basis while 94% of our U.S. dollar-denominated debt was hedged on an accounting basis. The Derivatives hedging our US$350 million 7.50% Senior Notes due 2038 do not qualify as hedges for accounting purposes.

Consolidated Hedged Position

    
    -------------------------------------------------------------------------
    (In millions of dollars,
     except percentages)             December 31, 2009     December 31, 2008
    -------------------------------------------------------------------------

    U.S. dollar-denominated
     long-term debt                      US   $  5,540         US   $  5,940

    Hedged with Derivatives              US   $  5,540         US   $  5,540

    Hedged exchange rate                        1.2043                1.2043

    Percent hedged                            100.0%(1)                93.3%
    -------------------------------------------------------------------------

    Amount of long-term debt(2)
     at fixed rates:

    Total long-term debt                Cdn   $  9,307        Cdn   $  8,383
    Total long-term debt at
     fixed rates                        Cdn   $  9,307        Cdn   $  7,798
    Percent of long-term debt fixed             100.0%                 93.0%

    -------------------------------------------------------------------------

    Weighted average interest rate
     on long-term debt                           7.27%                 7.29%

    -------------------------------------------------------------------------

    (1) Pursuant to the requirements for hedge accounting under Canadian
        Institute of Chartered Accountants ("CICA") Handbook Section 3865,
        Hedges, on December 31, 2009, RCI accounted for 93.5% of its
        Derivatives as hedges against designated U.S. dollar-denominated
        debt. As a result, 93.7% of our U.S. dollar-denominated debt is
        hedged for accounting purposes versus 100% on an economic basis.
    (2) Long-term debt includes the effect of the Derivatives.
    

Fair Value of Derivatives

In accordance with Canadian GAAP, we have recorded our Derivatives using an estimated credit-adjusted mark-to-market valuation which is determined by increasing the treasury-related discount rates used to calculate the risk-free estimated mark-to-market valuation by an estimated bond spread ("Bond Spread") for the relevant term and counterparty for each instrument. In the case of Derivatives accounted for as assets (i.e. those Derivatives for which the counterparties owe Rogers), the Bond Spread for the bank counterparty was added to the risk-free discount rate to determine the estimated credit-adjusted value whereas, in the case of Derivatives accounted for as liabilities (i.e. those instruments for which we owe the counterparties), Rogers' Bond Spread was added to the risk-free discount rate. The estimated credit-adjusted values of the Derivatives are subject to changes in our credit spreads and those of our counterparties.

The effect of estimating the credit-adjusted fair value of Derivatives at December 31, 2009 versus the unadjusted risk-free mark-to-market value of Derivatives is illustrated in the table below. As at December 31, 2009, the credit-adjusted estimated net liability value of Rogers' Derivatives portfolio was $1,002 million, which is $25 million less than the unadjusted risk-free mark-to-market net liability value.

    
    -------------------------------------------------------------------------
                                                   Derivatives
                                     Derivatives          in a           Net
                                     in an asset     liability     liability
                                        position      position      position
    (In millions of dollars)                  (A)           (B)       (A + B)
    -------------------------------------------------------------------------

    Mark-to-market value -
     risk-free analysis                 $     94      $ (1,121)     $ (1,027)

    -------------------------------------------------------------------------

    Mark-to-market value -
     credit-adjusted estimate
     (carrying value)                   $     82      $ (1,084)     $ (1,002)

    -------------------------------------------------------------------------

    Difference                          $    (12)     $     37      $     25

    -------------------------------------------------------------------------
    

Long-term Debt Plus Net Derivative Liabilities

The aggregate of our long-term debt plus net derivative liabilities at the mark-to-market values using risk-free analysis ("the risk-free analytical value") is used by us and many analysts to most closely represent our net debt-related obligations for valuation purposes, and is calculated as follows:

    
    -------------------------------------------------------------------------
                                                   December 31,  December 31,
    (In millions of dollars)                              2009          2008
    -------------------------------------------------------------------------

    Long-term debt(1)                                 $  8,464      $  8,507

    Net derivative liabilities at the
     risk-free analytical value(1)                    $  1,027      $    144

    -------------------------------------------------------------------------
    Total                                             $  9,491      $  8,651
    -------------------------------------------------------------------------
    (1) Includes current and long-term portions.
    

We believe that the non-GAAP financial measure of long-term debt plus net derivative liabilities (assets) at the risk-free analytical value provides the most relevant and practical measure of our outstanding net debt-related obligations. We use this non-GAAP measure internally to conduct valuation-related analysis and make capital structure-related decisions and it is reviewed regularly by management. It is also useful to investors and analysts in enabling them to analyze the enterprise and equity value of the Company and to assess various leverage ratios as performance measures. This non-GAAP measure does not have a standardized meaning and should be viewed as a supplement to, and not a substitute for, our results of operations or financial position reported under Canadian and U.S. GAAP.

Outstanding Common Share Data

Set out below is our outstanding share data as at December 31, 2009 and December 31, 2008. As discussed above, we announced on May 19, 2009 an increase to our Class B Non-Voting share buy back program authorization from $300 million to the lesser of $1.5 billion or 48 million Class B shares during the twelve month period commencing February 20, 2009 and ending February 19, 2010. In the year ended December 31, 2009 we had repurchased 43,776,200 Class B shares for cancellation for an aggregate total of approximately $1,347 million.

    
    -------------------------------------------------------------------------
                                                   December 31,  December 31,
                                                          2009          2008
    -------------------------------------------------------------------------
    Common Shares(1)

    Class A Voting                                 112,462,014   112,462,014
    Class B Non-Voting(2)                          479,948,041   523,429,539
                                                  ---------------------------
    Total Common Shares                            592,410,055   635,891,553
                                                  ---------------------------
                                                  ---------------------------

    -------------------------------------------------------------------------

    Options to purchase Class B Non-Voting shares

    Outstanding options                             13,467,096    13,841,620
    Outstanding options exercisable                  8,149,361     9,228,740

    -------------------------------------------------------------------------

    (1) Holders of our Class B Non-Voting shares are entitled to receive
        notice of and to attend meetings of our shareholders, but, except as
        required by law or as stipulated by stock exchanges, are not entitled
        to vote at such meetings. If an offer is made to purchase outstanding
        Class A Voting shares, there is no requirement under applicable law
        or RCI's constating documents that an offer be made for the
        outstanding Class B Non-Voting shares and there is no other
        protection available to shareholders under RCI's constating
        documents. If an offer is made to purchase both Class A Voting shares
        and Class B Non-Voting shares, the offer for the Class A Voting
        shares may be made on different terms than the offer to the holders
        of Class B Non-Voting shares.
    (2) The outstanding Class B Non-Voting shares as at December 31, 2009
        reflects the cancellation of an aggregate 1,051,000 shares purchased
        pursuant to the NCIB during the three months ended December 31, 2009
        but which settled in early January 2010.
    

Dividends and Other Payments on Equity Securities

We declared and paid dividends on each of our outstanding Class A Voting and Class B Non-Voting shares, as follows:

    
    -------------------------------------------------------------------------
                                                         Dividend  Dividends
                                                              per   paid (in
    Declaration date   Record date        Payment date      share  millions)
    -------------------------------------------------------------------------

    February 21, 2008  March 6, 2008      April 1, 2008     $0.25       $160
    April 29, 2008     May 13, 2008       July 2, 2008      $0.25       $160
    August 19, 2008    September 3, 2008  October 1, 2008   $0.25       $159
    October 28, 2008   November 25, 2008  January 2, 2009   $0.25       $159

    February 17, 2009  March 6, 2009      April 1, 2009     $0.29       $184
    April 29, 2009     May 15, 2009       July 2, 2009      $0.29       $184
    August 20, 2009    September 9, 2009  October 1, 2009   $0.29       $177
    October 27, 2009   November 20, 2009  January 2, 2010   $0.29       $175

    -------------------------------------------------------------------------
    

On February 17, 2009, our Board of Directors adopted a dividend policy which increased the annualized dividend rate from $1.00 to $1.16 per Class A Voting and Class B Non-Voting share effective immediately to be paid in quarterly amounts of $0.29 per share. Such quarterly dividends are only payable as and when declared by our Board and there is no entitlement to any dividend prior thereto.

On February 17, 2010, our Board of Directors adopted a dividend policy which increased the annualized dividend rate from $1.16 to $1.28 per Class A Voting and Class B Non-Voting share effective immediately to be paid in quarterly amounts of $0.32 per share.

2010 FINANCIAL AND OPERATING GUIDANCE

The following table outlines guidance ranges and assumptions for selected 2010 financial metrics. This information is forward-looking and should be read in conjunction with the section below entitled "Caution Regarding Forward-Looking Statements, Risks and Assumptions" and in related disclosures, for the various economic, competitive, and regulatory assumptions and factors that could cause actual future financial and operating results to differ from those currently expected.

    
    Full Year 2010 Guidance                   ---------  --------------------
    ----------------------------------------     2009            2010
    (Millions of dollars)                       Actual         Guidance
    ----------------------------------------  ---------  --------------------

    Consolidated
      Adjusted operating profit(1)            $  4,388      Up 2%      to 7%
      Additions to PP&E(2)                    $  1,855        Flat to up 5%
      Pre-tax free cash flow(3)               $  1,886      Up 3%      to 8%

    Cash Income Taxes
      Assumptions for the timing and amount
       of cash income tax payments(4)         $      8           ~$150
    ----------------------------------------  ---------  --------------------


    Supplemental Detail(5)                    ---------  --------------------
    ----------------------------------------     2009
    (Millions of dollars)                       Actual            2010
    ----------------------------------------  ---------  --------------------

    Wireless
      Network revenue                         $  6,245      Up 3%      to 6%
      Adjusted operating profit(1)            $  3,042      Up 2%      to 6%

    Cable Operations
      Revenue(6)                              $  3,074      Up 3%      to 6%
      Adjusted operating profit(1)            $  1,298      Up 4%      to 8%

    Media
      Revenue                                 $  1,407      Up 4%      to 9%
      Adjusted operating profit(1)            $    119      Up 6%     to 16%
    ----------------------------------------  ---------  --------------------

    (1) Excludes stock-based compensation expense (recovery), integration and
        restructuring expenses, contract termination fees, adjustment for
        CRTC Part II fees decision, and settlement of pension obligations.
    (2) In addition to Wireless, Cable Operations and Rogers Media PP&E
        expenditures, consolidated additions to PP&E includes expenditures
        related to billing system development and corporately owned real
        estate.
    (3) Pre-tax free cash flow is defined as adjusted operating profit less
        PP&E expenditures and interest expense and is not a term defined
        under Canadian GAAP.
    (4) Management currently expects that its 2011 cash income tax payments
        will not exceed the 2010 guidance and that it will not be fully cash
        taxable until 2012.
    (5) This supplemental detail does not represent part of our formal 2010
        guidance, and is provided for informative purposes only. Any updates
        over the course of 2010 would only be made to the consolidated level
        guidance ranges provided above.
    (6) Includes cable television, residential high-speed Internet and
        residential telephony services; excludes Rogers Business Solutions
        and Rogers Retail.



    KEY PERFORMANCE INDICATORS AND NON-GAAP MEASURES

    SUPPLEMENTARY INFORMATION
    Calculations of Wireless Non-GAAP Measures

    -------------------------------------------------------------------------
    (In millions of dollars,
     subscribers in thousands,      Three months ended   Twelve months ended
     except ARPU figures and            December 31,          December 31,
     adjusted operating           -------------------------------------------
     profit margin)                    2009       2008       2009       2008
    -------------------------------------------------------------------------

    Postpaid ARPU (monthly)
      Postpaid (voice and data)
       revenue                     $  1,524   $  1,428   $  5,948   $  5,558
      Divided by: average postpaid
       wireless voice and data
       subscribers                    6,919      6,361      6,705      6,142
      Divided by: 3 months for the
       quarter and 12 months for
       the year-to-date                   3          3         12         12
                                  -------------------------------------------
                                   $  73.42   $  74.83   $  73.93   $  75.41

    -------------------------------------------------------------------------

    Prepaid ARPU (monthly)
      Prepaid (voice and data)
       revenue                     $     74   $     70   $    297   $    285
      Divided by: average prepaid
       subscribers                    1,505      1,467      1,479      1,426
      Divided by: 3 months for the
       quarter and 12 months for
       the year-to-date                   3          3         12         12
                                  -------------------------------------------
                                   $  16.39   $  15.91   $  16.73   $  16.65

    -------------------------------------------------------------------------

    Blended ARPU (monthly)
      Voice and data revenue       $  1,598   $  1,498   $  6,245   $  5,843
      Divided by: average wireless
       voice and data subscribers     8,424      7,828      8,184      7,568
      Divided by: 3 months for the
       quarter and 12 months for
       the year-to-date                   3          3         12         12
                                  -------------------------------------------
                                   $  63.23   $  63.79   $  63.59   $  64.34

    -------------------------------------------------------------------------

    Adjusted operating profit
     margin
      Adjusted operating profit    $    744   $    639   $  3,042   $  2,806
      Divided by: network revenue     1,598      1,498      6,245      5,843
                                  -------------------------------------------
      Adjusted operating profit
       margin                         46.6%      42.7%      48.7%      48.0%

    -------------------------------------------------------------------------


    SUPPLEMENTARY INFORMATION
    Calculations of Cable Non-GAAP Measures

    -------------------------------------------------------------------------
                                    Three months ended   Twelve months ended
    (In millions of dollars,            December 31,          December 31,
    except adjusted operating     -------------------------------------------
    profit margin)                    2009       2008       2009       2008
    -------------------------------------------------------------------------
    Cable Operations adjusted
     operating profit margin:
      Adjusted operating profit    $    322   $    298   $  1,298   $  1,171
      Divided by revenue                795        741      3,074      2,878
                                  -------------------------------------------
    Cable Operations adjusted
     operating profit margin          40.5%      40.2%      42.2%      40.7%
    -------------------------------------------------------------------------
    RBS adjusted operating profit
     margin:
      Adjusted operating profit    $      5   $     14   $     35   $     59
      Divided by revenue                124        132        503        526
                                  -------------------------------------------
    RBS adjusted operating profit
     margin                            4.0%      10.6%       7.0%      11.2%
    -------------------------------------------------------------------------



    SUPPLEMENTARY INFORMATION
    Calculation of Adjusted Operating Profit, Net Income and Earnings Per
    Share


    -------------------------------------------------------------------------
                                    Three months ended   Twelve months ended
    (In millions of dollars,            December 31,          December 31,
    number of shares outstanding  -------------------------------------------
    in millions)                      2009       2008       2009       2008
    -------------------------------------------------------------------------

    Operating profit               $  1,049   $    902   $  4,316   $  4,078
    Add (deduct):
      Stock-based compensation
       expense (recovery)                29         25        (33)      (100)
      Settlement of pension
       obligations                       30          -         30          -
      Integration and restructuring
       expenses                          65         41        117         51
      Contract termination fees           7          -         19          -
      Adjustment for CRTC Part II
       fees decision                    (79)         -        (61)        31
                                  -------------------------------------------
    Adjusted operating profit      $  1,101   $    968   $  4,388   $  4,060
                                  -------------------------------------------
                                  -------------------------------------------

    Net income (loss)              $    310   $   (138)  $  1,478   $  1,002
    Add (deduct):
      Stock-based compensation
       expense (recovery)                29         25        (33)      (100)
      Settlement of pension
       obligations                       30          -         30          -
      Integration and restructuring
       expenses                          65         41        117         51
      Contract termination fees           7          -         19          -
      Adjustment for CRTC Part II
       fees decision                    (79)         -        (61)        31
      Loss on repayment of
       long-term debt                     7          -          7          -
      Impairment losses on goodwill,
       intangible assets and other
       long-term assets                  18        294         18        294
      Debt issuance costs                 6          -         11         16
    Income tax impact                   (23)       (58)       (30)       (34)
                                  -------------------------------------------
    Adjusted net income            $    370   $    164   $  1,556   $  1,260
                                  -------------------------------------------
                                  -------------------------------------------

    Adjusted basic and diluted
     earnings per share:
      Adjusted net income          $    370   $    164   $  1,556   $  1,260
      Divided by: weighted average
       number of shares outstanding     603        636        621        638
                                  -------------------------------------------
    Adjusted basic and diluted
     earnings per share            $   0.61   $   0.26   $   2.51   $   1.98
    -------------------------------------------------------------------------


    SUPPLEMENTARY INFORMATION
    Quarterly Consolidated Financial Summary

                                                       2009
    -------------------------------------------------------------------------
    (In millions of dollars,
     except per share amounts)           Q1         Q2         Q3         Q4
    -------------------------------------------------------------------------

    Income Statement
    Operating Revenue
      Wireless                     $  1,544   $  1,616   $  1,760   $  1,734
      Cable                             968        972        989      1,019
      Media                             284        366        364        393
      Corporate and eliminations        (49)       (63)       (77)       (89)
    -------------------------------------------------------------------------
                                      2,747      2,891      3,036      3,057
    -------------------------------------------------------------------------

    Operating profit (loss) before
     the undernoted
      Wireless                          710        742        846        744
      Cable                             324        332        329        325
      Media                             (10)        37         36         52
      Corporate and eliminations        (19)       (28)       (30)       (20)
    -------------------------------------------------------------------------
                                      1,005      1,083      1,181      1,101
      Stock-based compensation
       recovery (expense)(1)             81        (13)        (6)       (29)
      Settlement of pension
       obligations(2)                     -          -          -        (30)
      Integration and restructuring
       expenses(3)                       (4)       (37)       (11)       (65)
      Contract termination fees(4)        -          -        (12)        (7)
      Adjustment for CRTC Part II
       fees decision(5)                   -          -          -         79
    -------------------------------------------------------------------------
    Operating profit(6)               1,082      1,033      1,152      1,049
    Depreciation and amortization       444        446        416        424
    Impairment losses on goodwill,
     intangible assets and other
     long-term assets(7)                  -          -          -         18
    -------------------------------------------------------------------------
    Operating income                    638        587        736        607
    Interest on long-term debt         (152)      (156)      (166)      (173)
    Debt issuance costs                   -         (5)         -         (6)
    Other income (expense)              (17)        73         44        (30)
    Income tax expense                 (160)      (125)      (129)       (88)
    -------------------------------------------------------------------------
    Net income (loss) for the
     period                        $    309   $    374   $    485   $    310
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    Net income (loss) per share:
      Basic                        $   0.49   $   0.59   $   0.79   $   0.51
      Diluted                      $   0.49   $   0.59   $   0.79   $   0.51

    Additions to property, plant
     and equipment(6)              $    359   $    434   $    491   $    571
    -------------------------------------------------------------------------


                                                       2008
    -------------------------------------------------------------------------
    (In millions of dollars,
     except per share amounts)           Q1         Q2         Q3         Q4
    -------------------------------------------------------------------------

     Income Statement
     Operating Revenue
       Wireless                    $  1,431   $  1,522   $  1,727   $  1,655
       Cable                            925        938        961        985
       Media                            307        409        386        394
       Corporate and eliminations       (54)       (66)       (92)       (93)
    -------------------------------------------------------------------------
                                      2,609      2,803      2,982      2,941
    -------------------------------------------------------------------------

     Operating profit (loss) before
      the undernoted
       Wireless                         705        769        693        639
       Cable                            303        304        318        313
       Media                              2         52         43         46
       Corporate and eliminations       (26)       (36)       (29)       (30)
    -------------------------------------------------------------------------
                                        984      1,089      1,025        968
       Stock-based compensation
        recovery (expense)(1)           116        (53)        62        (25)
       Settlement of pension
        obligations(2)                    -          -          -          -
       Integration and restructuring
        expenses(3)                      (5)        (3)        (2)       (41)
       Contract termination fees(4)       -          -          -          -
       Adjustment for CRTC Part II
        fees decision(5)                  -        (37)         -          -
    -------------------------------------------------------------------------
     Operating profit(6)              1,095        996      1,085        902
     Depreciation and amortization      440        420        429        471
     Impairment losses on goodwill,
      intangible assets and other
      long-term assets(7)                 -          -          -        294
    -------------------------------------------------------------------------
     Operating income                   655        576        656        137
     Interest on long-term debt        (138)      (133)      (147)      (157)
     Debt issuance costs                  -          -        (16)         -
     Other income (expense)              (3)        11         16        (31)
     Income tax expense                (170)      (153)       (14)       (87)
    -------------------------------------------------------------------------
     Net income (loss) for the
      period                       $    344   $    301   $    495   $   (138)
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

     Net income (loss) per share:
       Basic                       $   0.54   $   0.47   $   0.78   $  (0.22)
       Diluted                     $   0.54   $   0.47   $   0.78   $  (0.22)

     Additions to property, plant
      and equipment(6)             $    321   $    481   $    436   $    783
    -------------------------------------------------------------------------

    (1) See the section entitled "Stock-based Compensation".
    (2) Relates to the settlement of pension obligations for all employees in
        the pension plans who had retired as of January 1, 2009 as a result
        of annuity purchases by the Company's pension plans.
    (3) Costs incurred relate to severances resulting from the targeted
        restructuring of our employee base to combine the Cable and Wireless
        businesses into a communications organization and to improve our cost
        structure in light of the current economic and competitive
        conditions, severances and restructuring expenses related to the
        outsourcing of certain information technology functions, the
        integration of Call-Net, Futureway and Aurora Cable, the
        restructuring of RBS, and the closure of certain Rogers Retail
        stores.
    (4) Relates to the termination and release of certain Blue Jays players
        from the remaining term of their contracts.
    (5) Relates to an adjustment for CRTC Part II fees related to prior
        periods. The adjustments related to Part II CRTC fees are applicable
        to the quarters in which they occur and only partially impact the
        full years.
    (6) As defined. See the section entitled "Key Performance Indicators and
        Non-GAAP Measures".
    (7) In the fourth quarter of 2009 and 2008, we determined that the fair
        values of certain broadcasting assets were lower than their carrying
        values. This primarily resulted from weakening industry expectations
        and declines in advertising revenues amidst the slowing economy. As a
        result, we recorded an aggregate non-cash impairment charge of $18
        million in 2009 with the following components: $5 million related to
        broadcast licences and $13 million related to other long-term assets;
        and $294 million in 2008 with the following components: $154 million
        related to goodwill, $75 million related to broadcast licences and
        $65 million related to intangible assets and other long-term assets.



    Adjusted Quarterly Consolidated Financial Summary(1)

                                                      2009
    -------------------------------------------------------------------------
    (In millions of dollars,
     except per share amounts)           Q1         Q2         Q3         Q4
    -------------------------------------------------------------------------

    Income Statement
    Operating Revenue
      Wireless                     $  1,544   $  1,616   $  1,760   $  1,734
      Cable                             968        972        989      1,019
      Media                             284        366        364        393
      Corporate and eliminations        (49)       (63)       (77)       (89)
    -------------------------------------------------------------------------
                                      2,747      2,891      3,036      3,057
    -------------------------------------------------------------------------

    Adjusted operating profit
     (loss)(2)
      Wireless                          710        742        846        744
      Cable                             324        332        329        325
      Media                             (10)        37         36         52
      Corporate and eliminations        (19)       (28)       (30)       (20)
    -------------------------------------------------------------------------
                                      1,005      1,083      1,181      1,101
    Depreciation and amortization       444        446        416        424
    -------------------------------------------------------------------------
    Adjusted operating income           561        637        765        677
    Interest on long-term debt         (152)      (156)      (166)      (173)
    Other income (expense)              (17)        73         44        (23)
    Income tax expense                 (136)      (142)      (138)      (111)
    -------------------------------------------------------------------------
    Adjusted net income for the
     period                        $    256   $    412   $    505   $    370
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    Adjusted net income per share:
      Basic                        $   0.40   $   0.65   $   0.82   $   0.61
      Diluted                      $   0.40   $   0.65   $   0.82   $   0.61

    Additions to property, plant
     and equipment(2)              $    359   $    434   $    491   $    571
    -------------------------------------------------------------------------


                                                      2008
    -------------------------------------------------------------------------
    (In millions of dollars,
     except per share amounts)           Q1         Q2         Q3         Q4
    -------------------------------------------------------------------------

    Income Statement
    Operating Revenue
      Wireless                     $  1,431   $  1,522   $  1,727   $  1,655
      Cable                             925        938        961        985
      Media                             307        409        386        394
      Corporate and eliminations        (54)       (66)       (92)       (93)
    -------------------------------------------------------------------------
                                      2,609      2,803      2,982      2,941
    -------------------------------------------------------------------------

    Adjusted operating profit
     (loss)(2)
      Wireless                          705        769        693        639
      Cable                             303        304        318        313
      Media                               2         52         43         46
      Corporate and eliminations        (26)       (36)       (29)       (30)
    -------------------------------------------------------------------------
                                        984      1,089      1,025        968
    Depreciation and amortization       440        420        429        471
    -------------------------------------------------------------------------
    Adjusted operating income           544        669        596        497
    Interest on long-term debt         (138)      (133)      (147)      (157)
    Other income (expense)               (3)        11         16        (31)
    Income tax expense                 (133)      (183)         -       (145)
    -------------------------------------------------------------------------
    Adjusted net income for the
     period                        $    270  $     364  $     465  $     164
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    Adjusted net income per share:
      Basic                        $   0.42  $    0.57  $    0.73  $    0.26
      Diluted                      $   0.42  $    0.57  $    0.73  $    0.26

    Additions to property, plant
     and equipment(2)              $    321  $     481  $     436  $     783
    -------------------------------------------------------------------------

    (1) This quarterly summary has been adjusted to exclude stock-based
        compensation (recovery) expense, integration and restructuring
        expenses, contract termination fees, adjustments to CRTC Part II fees
        related to prior periods, pension settlement, debt issuance costs,
        loss on repayment of long-term debt, impairment losses on goodwill,
        intangible asset and other long-term assets and the income tax impact
        related to the above items. See the section entitled "Key Performance
        Indicators and Non-GAAP Measures".
    (2) As defined. See the section entitled "Key Performance Indicators and
        Non-GAAP Measures".



    Rogers Communications Inc.
    Unaudited Consolidated Statements of Income

                                    Three months ended   Twelve months ended
    (In millions of dollars,            December 31,          December 31,
     except per share amounts)        2009       2008       2009       2008
    ------------------------------ ---------- ---------- ---------- ---------

    Operating revenue              $  3,057   $  2,941   $ 11,731   $ 11,335
    Operating expenses:
      Cost of sales                     397        408      1,380      1,303
      Sales and marketing               330        381      1,207      1,334
      Operating, general and
       administrative                 1,186      1,209      4,681      4,569
      Settlement of pension
       obligations                       30          -         30          -
      Integration and restructuring      65         41        117         51
      Depreciation and amortization     424        471      1,730      1,760
      Impairment losses on goodwill,
       intangible assets and other
       long-term assets                  18        294         18        294
    ------------------------------ ---------- ---------- ---------- ---------
    Operating income                    607        137      2,568      2,024
    Interest on long-term debt         (173)      (157)      (647)      (575)
    Debt issuance costs                  (6)         -        (11)       (16)
    Foreign exchange gain (loss)         13        (77)       136        (99)
    Loss on repayment of long-term
     debt                                (7)         -         (7)         -
    Change in fair value of
     derivative instruments             (37)        43        (65)        64
    Other income, net                     1          3          6         28
    ------------------------------ ---------- ---------- ---------- ---------
    Income (loss) before income
     taxes                              398        (51)     1,980      1,426
    Income tax expense (recovery):
      Current                           104          1        215          3
      Future                            (16)        86        287        421

    ------------------------------ ---------- ---------- ---------- ---------
    Net income (loss) for the
     period                        $    310   $   (138)  $  1,478   $  1,002
    ------------------------------ ---------- ---------- ---------- ---------
    ------------------------------ ---------- ---------- ---------- ---------

    Net income per share:
      Basic and diluted            $   0.51   $  (0.22)  $   2.38   $   1.57

    ------------------------------ ---------- ---------- ---------- ---------



    Rogers Communications Inc.
    Unaudited Consolidated Statements of Cash Flows

                                    Three months ended   Twelve months ended
                                        December 31,          December 31,
    (In millions of dollars)          2009       2008       2009       2008
    ------------------------------ ---------- ---------- ---------- ---------

    Cash provided by (used in):
    Operating activities:
      Net income (loss) for the
       period                      $    310   $   (138)  $  1,478   $  1,002
      Adjustments to reconcile net
       income to net cash flows
       from operating activities:
        Depreciation and
         amortization                   424        471      1,730      1,760
        Impairment losses on
         goodwill, intangible
         assets, and other
         long-term assets                18        294         18        294
        Program rights and Rogers
         Retail rental amortization      55         43        174        146
        Future income taxes             (16)        86        287        421
        Unrealized foreign exchange
         loss (gain)                    (12)        53       (126)        65
        Loss on repayment of
         long-term debt                   7          -          7          -
        Change the fair value of
         derivative instruments          37        (43)        65        (64)
        Settlement of pension
         obligations                     30          -         30          -
        Pension contributions,
         net of expense                 (10)        (9)      (102)       (22)
        Stock-based compensation
         expense (recovery)              29         25        (33)      (100)
        Amortization of fair value
         increment of long-term debt     (1)        (1)        (5)        (5)
        Other                            (2)        14          3          3
    ------------------------------ ---------- ---------- ---------- ---------
                                        869        795      3,526      3,500

      Change in non-cash operating
       working capital items            138         36        264       (215)
    ------------------------------ ---------- ---------- ---------- ---------
                                      1,007        831      3,790      3,285
    ------------------------------ ---------- ---------- ---------- ---------

    Investing activities:
      Additions to property, plant
       and equipment                   (571)      (783)    (1,855)    (2,021)
      Change in non-cash working
       capital items related to
       property, plant and equipment     36        147        (55)        40
      Acquisition of spectrum
       licences                           -          -        (40)    (1,008)
      Investment in Cogeco Inc. and
       Cogeco Cable Inc.               (163)         -       (163)         -
      Acquisitions, net of cash and
       cash equivalents acquired          5          -        (11)      (191)
      Additions to program rights       (54)       (55)      (185)      (150)
      Other                              (9)        15        (15)        15
    ------------------------------ ---------- ---------- ---------- ---------
                                       (756)      (676)    (2,324)    (3,315)

    Financing activities:
      Issuance of long-term debt      1,050        675      2,875      4,474
      Repayment of long-term debt      (474)      (655)    (1,885)    (3,335)
      Premium on repayment of
       long-term debt                    (8)         -         (8)         -
      Payment on re-couponing of
       cross-currency interest rate
       exchange agreements                -          -          -       (375)
      Payment on settlement of
       cross-currency interest rate
       exchange agreements and
       forward contracts               (431)      (969)      (431)      (969)
      Proceeds on settlement of
       cross-currency interest rate
       exchange agreements and
       forward contracts                433        970        433        970
      Repurchase of Class B
       Non-Voting shares               (430)         -     (1,347)      (137)
      Issuance of capital stock on
       exercise of stock options          1          1          3          3
      Dividends paid                   (177)      (159)      (704)      (559)
    ------------------------------ ---------- ---------- ---------- ---------
                                        (36)      (137)    (1,064)        72
    ------------------------------ ---------- ---------- ---------- ---------
    Increase in cash and cash
     equivalents                        215         18        402         42

    Cash and cash equivalents
     (deficiency), beginning of
     period                             168        (37)       (19)       (61)
    ------------------------------ ---------- ---------- ---------- ---------

    Cash and cash equivalents
     (deficiency), end of period   $    383   $    (19)  $    383   $    (19)
    ------------------------------ ---------- ---------- ---------- ---------
    ------------------------------ ---------- ---------- ---------- ---------

    Supplemental cash flow
     information:
      Income taxes paid            $      7   $      -   $      8   $      1
      Interest paid                     178        162        632        532

    ------------------------------ ---------- ---------- ---------- ---------
    ------------------------------ ---------- ---------- ---------- ---------

    Cash and cash equivalents (deficiency) are defined as cash and short-term
    deposits which have an original maturity of less than 90 days, less bank
    advances.


    Change in Non-Cash Working Capital Items

                                    Three months ended   Twelve months ended
                                        December 31,          December 31,
    (In millions of dollars)          2009       2008       2009       2008
    ------------------------------ ---------- ---------- ---------- ---------

    Cash provided by (used in):
    Decrease (increase) in accounts
     receivable                    $    (72)  $    (92)  $     93   $   (166)
    Decrease (increase) in other
     assets                              60       (105)        76       (176)
    Increase in accounts payable
     and accrued liabilities            130         220        50        115
    Increase in unearned revenue         20          13        45         12
    ------------------------------ ---------- ---------- ---------- ---------
                                   $    138   $      36  $    264   $   (215)
    ------------------------------ ---------- ---------- ---------- ---------



    Rogers Communications Inc.
    Unaudited Consolidated Balance Sheets

                                                   December 31,  December 31,
    (In millions of dollars)                           2009          2008
    -----------------------------------------------------------  ------------

    Assets

    Current assets
      Cash and cash equivalents                      $     383     $       -
      Accounts receivable                                1,310         1,403
      Other current assets                                 338           442
      Current portion of derivative instruments              4             -
      Future income tax assets                             220           451
    -----------------------------------------------------------  ------------
                                                         2,255         2,296

    Property, plant and equipment                        8,197         7,898
    Goodwill                                             3,018         3,024
    Intangible assets                                    2,643         2,761
    Investments                                            547           343
    Derivative instruments                                  78           507
    Other long-term assets                                 280           253
    -----------------------------------------------------------  ------------

                                                     $  17,018     $  17,082
    -----------------------------------------------------------  ------------
    -----------------------------------------------------------  ------------

    Liabilities and Shareholders' Equity

    Liabilities
    Current liabilities
      Bank advances, arising from outstanding
       cheques                                       $       -     $      19
      Accounts payable and accrued liabilities           2,383         2,412
      Current portion of long-term debt                      1             1
      Current portion of derivative instruments             80            45
      Unearned revenue                                     284           239
    -----------------------------------------------------------  ------------
                                                         2,748         2,716

    Long-term debt                                       8,463         8,506
    Derivative instruments                               1,004           616
    Other long-term liabilities                            133           184
    Future income tax liabilities                          397           344
    -----------------------------------------------------------  ------------
                                                        12,745        12,366

    Shareholders' equity                                 4,273         4,716
    -----------------------------------------------------------  ------------

                                                     $  17,018     $  17,082
    -----------------------------------------------------------  ------------



    SUPPLEMENTARY INFORMATION

    Investments

                                                   December 31,  December 31,
    (In millions of dollars)                           2009          2008
    -----------------------------------------------------------  ------------

                                                      Carrying      Carrying
                                                         Value         Value
    -----------------------------------------------------------  ------------


    Publicly traded companies, at quoted
     market value:

    Cogeco Cable Inc.  9,795,675  Subordinate Voting
                                   Common shares
                                  (2008 - 6,595,675) $     343     $     228

    Cogeco Inc.        5,023,300  Subordindate Voting
                                   Common shares
                                  (2008 - 3,399,800)       144            85

    Other publicly traded companies                          9             6
    -----------------------------------------------------------  ------------
                                                           496           319

    Private companies, at cost                              18            17

    Investments accounted for by the equity method          33             7

    -----------------------------------------------------------  ------------
                                                     $     547     $     343
    -----------------------------------------------------------  ------------



    Long-term debt

    (In millions of    Due   Principal    Interest  December 31, December 31,
     dollars)         date      amount        Rate         2009         2008
    ------------------------------------------------------------ ------------

    Corporate:
      Bank credit
       facility                           Floating   $        -   $      585
      Senior Notes    2016  $    1,000       5.80%        1,000            -
      Senior Notes    2018  U.S. 1,400       6.80%        1,471        1,714
      Senior Notes    2019         500       5.38%          500            -
      Senior Notes    2038  U.S.   350       7.50%          368          429
      Senior Notes    2039         500       6.68%          500            -

    Formerly Rogers Wireless Inc.:
      Senior Notes    2011  U.S.   490      9.625%          515          600
      Senior Notes    2011         460      7.625%          460          460
      Senior Notes    2012  U.S.   470       7.25%          494          575
      Senior Notes    2014  U.S.   750      6.375%          788          918
      Senior Notes    2015  U.S.   550       7.50%          578          673
      Senior
       Subordinated
       Notes          2012  U.S.   400       8.00%            -          490
      Fair value
       increment
       arising from
       purchase
       accounting                                             6           12

    Formerly Rogers Cable Inc.:
      Senior Notes    2011         175       7.25%          175          175
      Senior Notes    2012  U.S.   350      7.875%          368          429
      Senior Notes    2013  U.S.   350       6.25%          368          429
      Senior Notes    2014  U.S.   350       5.50%          368          429
      Senior Notes    2015  U.S.   280       6.75%          294          343
      Senior
       Debentures     2032  U.S.   200       8.75%          210          245

    Capital leases and other               Various            1            1
    ------------------------------------------------------------ ------------
                                                          8,464        8,507

    Less current portion                                      1            1
    ------------------------------------------------------------ ------------
                                                     $    8,463   $    8,506
    ------------------------------------------------------------ ------------



    Shareholders' Equity

                                        Class A                Class B
                                     Voting Shares        Non-Voting Shares
                                ----------------------- ---------------------
                                             Number of             Number of
                                     Amount     shares     Amount     shares
    (In millions of dollars,    ---------------------------------------------
     except number of shares)                    (000s)                (000s)
    -------------------------------------------------------------------------
    Balances, January 1, 2009      $     72    112,462   $    488    523,430
    Net income for the year               -          -          -          -
    Shares issued on exercise of
     stock options                        -          -          9        294
    Dividends declared                    -          -          -          -
    Repurchase of Class B
     Non-Voting shares                    -          -        (41)   (43,776)
    Other comprehensive income            -          -          -          -
    -------------------------------------------------------------------------
    Balances, December 31, 2009    $     72    112,462   $    456    479,948
    -------------------------------------------------------------------------


                                                      Accumulated
                                                            other
                                                          compre-      Total
                                                          hensive     share-
                                Contributed   Retained     income    holders'
                                    surplus   earnings      (loss)    equity
    (In millions of dollars,    ---------------------------------------------
     except number of shares)
    -------------------------------------------------------------------------
    Balances, January 1, 2009      $  3,560   $    691   $    (95)  $  4,716
    Net income for the year               -      1,478          -      1,478
    Shares issued on exercise of
     stock options                        -          -          -          9
    Dividends declared                    -       (721)         -       (721)
    Repurchase of Class B
     Non-Voting shares               (1,256)       (50)         -     (1,347)
    Other comprehensive income            -          -        138        138
    -------------------------------------------------------------------------
    Balances, December 31, 2009    $  2,304   $  1,398   $     43   $  4,273
    -------------------------------------------------------------------------



    Calculation of Net Income (Loss) Per Share

                                    Three months ended   Twelve months ended
    (In millions, except per            December 31,          December 31,
     share amounts)                   2009       2008       2009       2008
    ------------------------------ ---------- ---------- ---------- ---------

    Numerator:
      Net income (loss) for the
       period, basic and diluted   $    310   $   (138)  $  1,478   $  1,002
    ------------------------------ ---------- ---------- ---------- ---------
    ------------------------------ ---------- ---------- ---------- ---------

    Denominator (in millions):
      Weighted average number of
       shares outstanding - basic
       and diluted                      603        636        621        638
    ------------------------------ ---------- ---------- ---------- ---------
    ------------------------------ ---------- ---------- ---------- ---------

    Net income (loss) per share:
      Basic and diluted            $   0.51   $  (0.22)  $   2.38   $   1.57
    ------------------------------ ---------- ---------- ---------- ---------



    Segmented Information
    For the Three Months Ended December 31, 2009

                                                         Corporate
                                                         items and   Consol-
    (In millions of                                        elimin-    idated
     dollars)               Wireless     Cable     Media    ations    Totals
    -------------------------------------------------------------------------

    Operating revenue       $  1,734  $  1,019  $    393  $    (89) $  3,057

    Cost of sales                308        61        51       (23)      397
    Sales and marketing          186       112        56       (24)      330
    Operating, general and
     administrative              496       521       234       (22)    1,229
    -------------------------------------------------------------------------
                                 744       325        52       (20)    1,101
    Settlement of pension
     obligations                   3        11        15         1        30
    Integration and
     restructuring                19        29        14         3        65
    Stock-based compensation
     expense                       5         9         5        10        29
    Contract termination
     fees                          -         -         7         -         7
    Adjustment for CRTC
     Part II fees decision         -       (60)      (19)        -       (79)
    -------------------------------------------------------------------------
                                 717       336        30       (34)    1,049
    Depreciation and
     amortization                171       204        16        33       424
    Impairment losses on
     goodwill, intangible
     assets and other
     long-term assets              -         -        18         -        18
    -------------------------------------------------------------------------
    Operating income (loss) $    546  $    132  $     (4) $    (67) $    607
                            ---------------------------------------
                            ---------------------------------------
    Interest on long-term
     debt                                                               (173)
    Debt issuance costs                                                   (6)
    Loss on repayment of
     long-term debt                                                       (7)
    Foreign exchange gain                                                 13
    Change in fair value of
     derivative instruments                                              (37)
    Other income                                                           1
    -------------------------------------------------------------------------
    Income before income
     taxes                                                          $    398
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Additions to PP&E       $    266  $    217  $     21  $     67  $    571
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------



    For the Three Months Ended December 31, 2008

                                                         Corporate
                                                         items and   Consol-
    (In millions of                                        elimin-    idated
     dollars)               Wireless     Cable     Media    ations    Totals
    -------------------------------------------------------------------------

    Operating revenue       $  1,655  $    985  $    394  $    (93) $  2,941

    Cost of sales                326        59        49       (26)      408
    Sales and marketing          214       115        79       (27)      381
    Operating, general and
     administrative              476       498       220       (10)    1,184
    -------------------------------------------------------------------------
                                 639       313        46       (30)      968
    Integration and
     restructuring                14        10        11         6        41
    Stock-based
     compensation expense          4         7         5         9        25
    -------------------------------------------------------------------------
                                 621       296        30       (45)      902
    Depreciation and
     amortization                178       206        19        68       471
    Impairment losses on
     goodwill, intangible
     assets and other
     long-term assets              -         -       294         -       294
    -------------------------------------------------------------------------
    Operating income (loss) $    443  $     90  $   (283) $   (113) $    137
                            ---------------------------------------
                            ---------------------------------------

    Interest on long-term
     debt                                                               (157)
    Foreign exchange loss                                                (77)
    Change in fair value of
     derivative instruments                                               43
    Other income                                                           3
    -------------------------------------------------------------------------
    Loss before income taxes                                        $    (51)
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Additions to PP&E       $    310  $    356  $     32  $     85  $    783
    -------------------------------------------------------------------------


    Segmented Information
    For the Twelve Months Ended December 31, 2009

                                                         Corporate
                                                         items and   Consol-
    (In millions of                                        elimin-    idated
     dollars)               Wireless     Cable     Media    ations    Totals
    -------------------------------------------------------------------------

    Operating revenue       $  6,654  $  3,948  $  1,407  $   (278) $ 11,731

    Cost of sales              1,059       201       167       (47)    1,380
    Sales and marketing          630       446       209       (78)    1,207
    Operating, general and
     administrative            1,923     1,977       912       (56)    4,756
    -------------------------------------------------------------------------
                               3,042     1,324       119       (97)    4,388
    Settlement of pension
     obligations                   3        11        15         1        30
    Integration and
     restructuring                33        46        35         3       117
    Contract termination fees      -         -        19         -        19
    Stock-based compensation
      recovery                     -       (12)       (8)      (13)      (33)
    Adjustment for CRTC
     Part II fees decision         -       (46)      (15)        -       (61)
    -------------------------------------------------------------------------
                               3,006     1,325        73       (88)    4,316
    Depreciation and
     amortization                660       808        63       199     1,730
    Impairment losses on
     goodwill, intangible
     assets and other
     long-term assets              -         -        18         -        18
    -------------------------------------------------------------------------
    Operating income (loss) $  2,346  $    517  $     (8) $  (287)  $  2,568
                            ---------------------------------------
                            ---------------------------------------
    Interest on long-term
     debt                                                               (647)
    Debt issuance costs                                                  (11)
    Loss on repayment of
     long-term debt                                                       (7)
    Foreign exchange gain                                                136
    Change in fair value of
     derivative instruments                                              (65)
    Other income                                                           6
    -------------------------------------------------------------------------
    Income before income
     taxes                                                          $  1,980
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Additions to PP&E       $    865  $    693  $     62  $    235  $  1,855
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------



    For the Twelve Months Ended December 31, 2008

                                                         Corporate
                                                         items and   Consol-
    (In millions of                                        elimin-    idated
     dollars)               Wireless     Cable     Media    ations    Totals
    -------------------------------------------------------------------------

    Operating revenue       $  6,335  $  3,809  $  1,496  $  (305)  $ 11,335

    Cost of sales              1,005       197       178      (77)     1,303
    Sales and marketing          691       466       269      (92)     1,334
    Operating, general and
     administrative            1,833     1,913       907      (15)     4,638
    -------------------------------------------------------------------------
                               2,806     1,233       142     (121)     4,060
    Integration and
     restructuring                14        20        11        6         51
    Stock-based compensation
     recovery                     (5)      (32)      (17)     (46)      (100)
    Adjustment for CRTC Part
     II fees decision              -        25         6        -         31
    -------------------------------------------------------------------------
                               2,797     1,220       142      (81)     4,078
    Depreciation and
     amortization                588       791        76      305      1,760
    Impairment losses on
     goodwill, intangible
     assets and other
     long-term assets              -         -       294        -        294
    -------------------------------------------------------------------------
    Operating income (loss) $  2,209  $    429  $   (228) $  (386)  $  2,024
                            ---------------------------------------
                            ---------------------------------------
    Interest on long-term
     debt                                                               (575)
    Debt issuance costs                                                  (16)
    Foreign exchange loss                                                (99)
    Change in fair value of
     derivative instruments                                               64
    Other income                                                          28
    -------------------------------------------------------------------------
    Income before income
     taxes                                                          $  1,426
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Additions to PP&E       $    929  $    886  $     81  $   125   $  2,021
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


    Segmented Information
    For the Three Months Ended December 31, 2009

                                                Cable
                            -------------------------------------------------
                                                         Corporate
                                                         items and
    (In millions of            Cable              Rogers   elimin-     Total
      dollars)            Operations       RBS    Retail    ations     Cable
    -------------------------------------------------------------------------

    Operating revenue       $    795  $    124  $    110  $    (10) $  1,019

    Cost of sales                  -         -        61         -        61
    Sales and marketing           61         7        45        (1)      112
    Operating, general and
     administrative              412       112         6        (9)      521
    -------------------------------------------------------------------------
                                 322         5        (2)        -       325
    Settlement of pension
     obligations                  10         -         1         -        11
    Integration and
     restructuring                20         2         7         -        29
    Stock-based
     compensation expense          8         1         -         -         9
    Adjustment for CRTC
     Part II fees decision       (60)        -         -         -       (60)
    -------------------------------------------------------------------------
                                 344         2       (10)        -       336
    Depreciation and
     amortization                                                        204
    -------------------------------------------------------------------------
    Operating income                                                $    132
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Additions to PP&E       $    202  $     10  $      5  $      -  $    217
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------



    For the Three Months Ended December 31, 2008

                                                Cable
                            -------------------------------------------------
                                                         Corporate
                                                         items and
    (In millions of            Cable              Rogers   elimin-     Total
      dollars)            Operations       RBS    Retail    ations     Cable
    -------------------------------------------------------------------------

    Operating revenue       $    741  $    132  $    117  $     (5) $    985

    Cost of sales                  -         -        59         -        59
    Sales and marketing           58         7        50         -       115
    Operating, general and
     administrative              385       111         7        (5)      498
    -------------------------------------------------------------------------
                                 298        14         1         -       313
    Integration and
     restructuring                 7         2         1         -        10
    Stock-based
     compensation expense          7         -         -         -         7
    -------------------------------------------------------------------------
                                 284        12         -         -       296
    Depreciation and
     amortization                                                        206
    -------------------------------------------------------------------------
    Operating income                                                $     90
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Additions to PP&E       $    336  $     11  $      9  $      -  $    356
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


    Segmented Information
    For the Twelve Months Ended December 31, 2009

                                                Cable
                            -------------------------------------------------
                                                         Corporate
                                                         items and
    (In millions of            Cable              Rogers   elimin-     Total
      dollars)            Operations       RBS    Retail    ations     Cable
    -------------------------------------------------------------------------

    Operating revenue       $  3,074  $    503  $    399  $    (28) $  3,948

    Cost of sales                  -         -       201         -       201
    Sales and marketing          243        26       182        (5)      446
    Operating, general and
     administrative            1,533       442        25       (23)    1,977
    -------------------------------------------------------------------------
                               1,298        35        (9)        -     1,324
    Settlement of pension
     obligations                  10         -         1         -        11
    Integration and
     restructuring                31         3        12         -        46
    Stock-based compensation
     (recovery) expense          (12)        1        (1)        -       (12)
    Adjustment for CRTC
     Part II fees decision       (46)        -         -         -       (46)
    -------------------------------------------------------------------------
                               1,315        31       (21)        -     1,325
    Depreciation and
     amortization                                                        808
    -------------------------------------------------------------------------
    Operating income                                                $    517
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Additions to PP&E       $    642  $     37  $     14   $     -  $    693
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


    For the Twelve Months Ended December 31, 2008

                                                Cable
                            -------------------------------------------------
                                                         Corporate
                                                         items and
    (In millions of            Cable              Rogers   elimin-     Total
      dollars)            Operations       RBS    Retail    ations     Cable
    -------------------------------------------------------------------------

    Operating revenue       $  2,878  $    526  $    417  $    (12) $  3,809

    Cost of sales                  -         -       197         -       197
    Sales and marketing          248        26       192         -       466
    Operating, general and
     administrative            1,459       441        25       (12)    1,913
    -------------------------------------------------------------------------
                               1,171        59         3         -     1,233
    Integration and
     restructuring                 9         6         5         -        20
    Stock-based compensation
     recovery                    (30)       (1)       (1)        -       (32)
    Adjustment for CRTC
     Part II fees decision        25         -         -         -        25
    -------------------------------------------------------------------------
                               1,167        54        (1)        -     1,220
    Depreciation and
     amortization                                                        791
    -------------------------------------------------------------------------
    Operating income                                               $     429
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Additions to PP&E       $    829  $     36  $     21  $      - $     886
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    

Audited Full Year 2009 Financial Statements

In late February 2010, we intend to file with securities regulators in Canada and the U.S. our Audited Annual Consolidated Financial Statements and Notes thereto for the year ended December 31, 2009 and MD&A in respect of such annual financial statements. Notification of such filings will be made by a press release and such statements will be made available on the rogers.com, sedar.com, and sec.gov websites or upon request.

Caution Regarding Forward-Looking Statements, Risks and Assumptions

This earnings release includes forward-looking statements and assumptions concerning our business, its operations and its financial performance and condition approved by management on the date of this earnings release. These forward-looking statements and assumptions include, but are not limited to, statements with respect to our objectives and strategies to achieve those objectives, statements with respect to our beliefs, plans, expectations, anticipations, estimates or intentions, including guidance and forecasts relating to revenue, adjusted operating profit, PP&E expenditures, free cash flow, expected growth in subscribers and the services to which they subscribe, the cost of acquiring subscribers and the deployment of new services and all other statements that are not historical facts. Such forward-looking statements are based on current objectives, strategies, expectations and assumptions, most of which are confidential and proprietary, that we believe to be reasonable at the time including, but not limited to, general economic and industry growth rates, currency exchange rates, product pricing levels and competitive intensity, subscriber growth and usage rates, changes in government regulation, technology deployment, device availability, the timing of new product launches, content and equipment costs, the integration of acquisitions, and industry structure and stability.

Except as otherwise indicated, this earnings release and our forward-looking statements do not reflect the potential impact of any non-recurring or other special items or of any dispositions, monetizations, mergers, acquisitions, other business combinations or other transactions that may be considered or announced or may occur after the date of the financial information contained herein.

We caution that all forward-looking information, including any statement regarding our current intentions, is inherently subject to change and uncertainty and that actual results may differ materially from the assumptions, estimates or expectations reflected in the forward-looking information. A number of factors could cause actual results to differ materially from those in the forward-looking statements or could cause our current objectives and strategies to change, including but not limited to economic conditions, technological change, the integration of acquisitions, unanticipated changes in content or equipment costs, changing conditions in the entertainment, information and communications industries, regulatory changes, litigation and tax matters, the level of competitive intensity and the emergence of new opportunities, many of which are beyond our control and current expectation or knowledge. Therefore, should one or more of these risks materialize, should our objectives or strategies change, or should any other factors underlying the forward-looking statements prove incorrect, actual results and our plans may vary significantly from what we currently foresee. Accordingly, we warn investors to exercise caution when considering any such forward-looking information herein and that it would be unreasonable to rely on such statements as creating any legal rights regarding our future results or plans. We are under no obligation (and we expressly disclaim any such obligation) to update or alter any forward-looking statements or assumptions whether as a result of new information, future events or otherwise, except as required by law.

Before making any investment decisions and for a detailed discussion of the risks, uncertainties and environment associated with our business, see the MD&A sections of our 2008 Annual Report entitled "Risks and Uncertainties Affecting Our Businesses" (found on pages 61 to 66), as well as the "Updates to Risks and Uncertainties" and "Government Regulation and Regulatory Developments" sections of our Third Quarter 2009 MD&A. Our annual and quarterly reports can be found online at rogers.com, sedar.com, and sec.gov or are available directly from Rogers.

About the Company

We are a diversified Canadian communications and media company. We are engaged in wireless voice and data communications services through Rogers Wireless, Canada's largest wireless provider. Through Rogers Cable we are one of Canada's largest providers of cable television services as well as high-speed Internet access, telephony services and video retailing. Through Rogers Media, we are engaged in radio and television broadcasting, televised shopping, magazines and trade publications, and sports entertainment. We are publicly traded on the Toronto Stock Exchange (TSX: RCI.a and RCI.b) and on the New York Stock Exchange (NYSE: RCI).

For further information about the Rogers group of companies, please visit www.rogers.com.

Quarterly Investment Community Conference Call

As previously announced by press release, a live Webcast of our quarterly results conference call with the investment community will be broadcast via the Internet at rogers.com/webcast beginning at 8:00 a.m. ET today, February 17, 2010. A rebroadcast of this teleconference will be available on the Webcast Archive page of the Investor Relations section of rogers.com for a period of at least two weeks following the conference call.

SOURCE Rogers Communications Inc.

For further information: For further information: Investment Community Contacts: Bruce M. Mann, (416) 935-3532, bruce.mann@rci.rogers.com; Dan Coombes, (416) 935-3550, dan.coombes@rci.rogers.com; Media Contacts: Wireless and Cable: Terrie Tweddle, (416) 935-4727, terrie.tweddle@rci.rogers.com; Media and Regulatory: Jan Innes, (416) 935-3525, jan.innes@rci.rogers.com


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