Pursuant to the merger agreement dated October 16, 2006, Level 3 will pay consideration to Broadwing shareholders of $8.18 of cash plus 1.3411 shares of Level 3 common stock for each share of Broadwing common stock outstanding at closing. In total, Level 3 will pay approximately $744 million of cash and issue approximately 122 million shares of common stock.

"The acquisition of Broadwing benefits Level 3 in two distinct areas," said Kevin O'Hara, president and chief operating officer of Level 3. "The integration of the Broadwing backbone presents significant synergy opportunities, and the expansion of the customer base provides strategic growth opportunities for us moving forward."

Broadwing, based in Austin, Texas, delivers data, voice and media solutions to enterprises and service providers over its 19,000 mile intercity fiber network. Approximately half of Broadwing's revenue comes from the wholesale market, with business customers comprising the remaining revenue.

More information concerning this transaction, together with consolidated 2007 guidance for Level 3, will be provided in the company's fourth quarter 2006 earnings release and associated earnings conference call, which are tentatively scheduled for February of 2007.

About Level 3 Communications
Level 3 Communications, Inc (Nasdaq: LVLT), an international communications company, operates one of the largest Internet backbones in the world. Through its customers, Level 3 is the primary provider of Internet connectivity for millions of broadband subscribers. The company provides a comprehensive suite of services over its broadband fiber optic network including Internet Protocol (IP) services, broadband transport and infrastructure services, colocation services, voice services and voice over IP services. These services provide building blocks that enable Level 3's customers to meet their growing demands for advanced communications solutions. The company's Web address is www.Level3.com.