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Level 3 Announces Acquisition of Ultraline Limited, A Transatlantic Service Provider

LEVEL 3 COMMUNICATIONS ANNOUNCES ACQUISITION OF ULTRALINE LIMITED, A TRANSATLANTIC SERVICE PROVIDER

UltraLine CEO Colin Williams to join Level 3 as CEO of International Operations

OMAHA, NE. July 13, 1998 – Level 3 Communications, Inc. announced today that it has acquired UltraLine Limited, a telecommunications start-up company offering high speed transatlantic service to business customers. The company was founded by Colin Williams following his retirement from WorldCom earlier this year, to capitalize on the rapidly growing market for transatlantic bandwidth capacity. As part of the transaction, Colin Williams will join Level 3 and serve as President and Chief Executive Officer of Level 3 International and Executive Vice President of the parent corporation, Level 3 Communications, Inc.

Previously, Williams served as President and CEO, and then as Chairman of WorldCom International, Inc. Prior to that, he started and built the international operations of MFS Communications, Inc., which merged with WorldCom in 1996. "We are exceptionally pleased and fortunate to have Colin Williams join us to lead our international operations," said James Q. Crowe, president and CEO of Level 3 Communications. "He is one of the most experienced, savvy and successful leaders in our industry – and an extraordinary entrepreneur."

At MFS, he led our international operation from startup to more than a billion dollars in revenue in under five years and built the first competitive network infrastructure in a number of countries across Europe. Following the MFS WorldCom merger, he played an exceptional leadership role in bringing together the international operations of both companies, while substantially growing the combined business. "We've known each other a long time, dating back to his years at British Telecom, when he was a leader in their international expansion effort. He was a key to our success at MFS, and I know he will be equally critical to our future success at Level 3." Commenting on the UltraLine acquisition, Crowe said, "The acquisition will help accelerate our European strategy, which I know will be in good hands given Colin's exceptional results at MFS and WorldCom International."

Level 3 has previously announced its plans to build advanced city networks in 15 to 20 key financial centers in Europe and Asia, connecting many of them with a 3000 mile pan-European intercity network. Commenting on his decision to sell his company and join Level 3, Williams explained, "Level 3 presents an extraordinary opportunity at this early stage of its plan to expand across Europe and Asia. I believe Level 3 will be one of the leaders in the industry as it moves from the technology of the past 100 years to the new era of Internet-based technology. I have tremendous respect for Jim Crowe and my other colleagues at Level 3, whom I have worked so closely with over the years. I have been fortunate to have been at the heart of the historic changes in the international telecoms market over the past decade. I can't imagine any challenge more rewarding than building a new company in that changing environment and trying to capitalize on the changes as they occur."


About Level 3 Communications
Level 3 Communications, Inc. (NASDAQ: LVLT), an international communications company, operates one of the largest Internet backbones in the world, connecting 180 markets in 18 countries. The company serves a broad range of wholesale, enterprise and content customers with a comprehensive suite of services including: Internet Protocol (IP) services, broadband transport and infrastructure services, colocation services, voice and voice over IP services, content delivery and media distribution services. These services provide the building blocks to enable Level 3’s customers to meet their growing demands for advanced communications solutions. The company’s Web address is www.Level3.com.

"Level 3 Communications,” "Level 3," the red 3D brackets and the Level 3 Communications logo are registered service marks of Level 3 Communications, LLC in the United States and/or other countries.  Level 3 services are provided by wholly owned subsidiaries of Level 3 Communications, Inc.  Any other service, product or company names recited herein may be trademarks or service marks of their respective owners.

Forward-Looking Statement
Some of the statements that we make in this press release are forward looking in nature. These statements are based on management’s current expectations or beliefs. These forward looking statements are not a guarantee of performance and are subject to a number of uncertainties and other factors, many of which are outside our control, which could cause actual events to differ materially from those expressed or implied by the statements. The most important factors that could prevent us from achieving our stated goals include, but are not limited to our ability to: successfully integrate acquisitions; increase the volume of traffic on our network; defend our intellectual property and proprietary rights; develop new products and services that meet customer demands and generate acceptable margins; successfully complete commercial testing of new technology and information systems to support new products and services; attract and retain qualified management and other personnel; and meet all of the terms and conditions of our debt obligations. Additional information concerning these and other important factors can be found within Level 3’s filings with the Securities and Exchange Commission. Statements in this press release should be evaluated in light of these important factors. Level 3 is under no obligation to, and expressly disclaims any such obligation to, update or alter its forward-looking statements, whether as a result of new information, future events, or otherwise.