FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

GERKE THOMAS A 		2. Issuer Name and Ticker or Trading Symbol

Embarq CORP [ EQ ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
President & CEO
(Last)          (First)          (Middle)

5454 W 110TH STREET 		3. Date of Earliest Transaction (MM/DD/YYYY)

7/1/2009
(Street)

OVERLAND PARK, KS 66211
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   7/1/2009     D    64038.7818   (1) D $0.00   0   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units   $0.00   7/1/2009     D         74792   (2)     (2)   (2) Common Stock   74792   $0.00   0   D    
Restricted Stock Units   $0.00   7/1/2009     D         11021   (3)     (3)   (3) Common Stock   11021   $0.00   0   D    
Restricted Stock Units   $0.00   7/1/2009     D         45080   (4)     (4)   (4) Common Stock   45080   $0.00   0   D    
NQ Stock Option   $91.38   7/1/2009     D         2152   (5)     (5) 1/3/2010   Common Stock   2152   $0.00   0   D    
NQ Stock Option   $91.38   7/1/2009     D         1883   (6)     (6) 1/24/2010   Common Stock   1883   $0.00   0   D    
NQ Stock Option   $91.38   7/1/2009     D         345   (7)     (7) 2/8/2010   Common Stock   345   $0.00   0   D    
NQ Stock Option   $91.38   7/1/2009     D         8621   (8)     (8) 5/11/2011   Common Stock   8621   $0.00   0   D    
NQ Stock Option   $46.09   7/1/2009     D         2638   (9)     (9) 2/11/2012   Common Stock   2638   $0.00   0   D    
NQ Stock Option   $48.10   7/1/2009     D         2654   (10)     (10) 2/19/2012   Common Stock   2654   $0.00   0   D    
NQ Stock Option   $48.10   7/1/2009     D         9495   (11)     (11) 3/27/2013   Common Stock   9495   $0.00   0   D    
NQ Stock Option   $33.86   7/1/2009     D         4237   (12)     (12) 2/10/2014   Common Stock   4237   $0.00   0   D    
NQ Stock Option   $33.34   7/1/2009     D         8474   (13)     (13) 2/10/2014   Common Stock   8474   $0.00   0   D    
NQ Stock Option   $49.72   7/1/2009     D         49292   (14)     (14) 2/8/2015   Common Stock   49292   $0.00   0   D    
NQ Stock Option   $45.06   7/1/2009     D         69565   (15)     (15) 2/7/2016   Common Stock   69565   $0.00   0   D    
NQ Stock Option   $56.43   7/1/2009     D         36069   (16)     (16) 2/22/2017   Common Stock   36069   $0.00   0   D    
NQ Stock Option   $41.94   7/1/2009     D         95338   (17)     (17) 3/2/2018   Common Stock   95338   $0.00   0   D    
NQ Stock Option   $91.38   7/1/2009     D         672   (18)     (18) 8/7/2010   Common Stock   672   $0.00   0   D    

Explanation of Responses:
( 1)  Exchanged for 87,732 shares of CenturyTel common stock plus cash in lieu of 1.1311 shares in two separate accounts.
( 2)  This restricted stock unit award, which provided for vesting in 3 equal annual installments beginning February 27,2010, was assumed by CenturyTel, Inc. in the merger and converted into a CenturyTel restricted stock unit award for 102,466 units with the same vesting schedule.
( 3)  A performance adjustment to these RSUs was approved at the time of merger closing, based on certain Embarq performance metrics through July 1, 2009. The actual achievement of performance goals for this grant was 200%, which was prorated as provided for in the merger agreement. The unvested portion of this restricted stock unit award, which provided for vesting in two equal annual installments beginning February 22, 2009, was assumed by CenturyTel, Inc. in the merger and converted into a CenturyTel restricted stock unit award for 27,677 units with the same remaining vesting schedule, but with no further performance adjustment.
( 4)  A performance adjustment to these RSUs was approved at the time of merger closing, based on certain Embarq performance metrics through July 1, 2009. The actual achievement of performance goals for this grant was 138%, which was prorated as provided for in the merger agreement. The unvested portion of this restricted stock unit award, which provided for vesting in full on March 2, 2011, was assumed by CenturyTel, Inc. in the merger and converted into a CenturyTel restricted stock unit award for 73,494 units with the same remaining vesting schedule, but with no further performance adjustment.
( 5)  This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 2,948 shares of CenturyTel common stock for $66.71 per share.
( 6)  This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 2,579 shares of CenturyTel common stock for $66.71 per share.
( 7)  This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 472 shares of CenturyTel common stock for $66.71 per share.
( 8)  This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 11,809 shares of CenturyTel common stock for $66.71 per share.
( 9)  This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 3,614 shares of CenturyTel common stock for $33.65 per share.
( 10)  This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 3,635 shares of CenturyTel common stock for $35.11 per share.
( 11)  This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 13,007 shares of CenturyTel common stock for $35.11 per share.
( 12)  This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 5,804 shares of CenturyTel common stock for $24.72 per share.
( 13)  This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 11,609 shares of CenturyTel common stock for $24.34 per share.
( 14)  This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 67,530 shares of CenturyTel common stock for $36.30 per share.
( 15)  This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 95,304 shares of CenturyTel common stock for $32.90 per share.
( 16)  This option, which provided for vesting in 3 equal annual installments beginning on February 22, 2008, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 49,414 shares of CenturyTel common stock for $41.19 per share with the same remaining vesting schedule.
( 17)  This option, which provided for vesting in 3 equal annual installments beginning on March 2, 2009, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 130,613 shares of CenturyTel common stock for $30.62 per share with the same remaining vesting schedule.
( 18)  This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 920 shares of CenturyTel common stock for $66.71 per share.

Remarks:
Each share of Embarq common stock was exchanged for 1.37 shares of CenturyTel, Inc. common stock on July 1, 2009 pursuant to the merger agreement. Any fractional share was paid in cash. The value of each share of CenturyTel common stock at the close of business on June 30, 2009 was $30.70. Pursuant to the merger agreement, the number of shares of CenturyTel common stock underlying each new stock option award was determined by multiplying the number of shares of Embarq common stock underlying each stock option by the Exchange Ratio (1.37), rounded down to the nearest whole share, at a per share exercise price determined by dividing the per share exercise price of each Embarq stock option by the Exchange Ratio (1.37), rounded up to the nearest whole cent. The number of shares underlying each CenturyTel restricted stock unit award ("RSU) was determined by multiplying the number of shares of Embarq common stock underlying each RSU by the Exchange Ratio (1.37), rounded up to the nearest whole share.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
GERKE THOMAS A
5454 W 110TH STREET
OVERLAND PARK, KS 66211 		X
President & CEO

Signatures
Kay Buchart, attorney-in-fact 7/6/2009
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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