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Level 3 Communications and America Online Expand Relationship

BROOMFIELD, Colo., April 25, 2000 – Level 3 Communications, Inc. (Nasdaq:LVLT) and America Online (NYSE:AOL) today announced they have signed a new, long-term network services agreement. The new deal expands and extends the companies' original agreement, announced October 21, 1999. Under terms of the agreement, AOL will expand its use of Level 3's managed modem and network connection services, making
Level 3 a significant provider to AOLnet, the largest dial-up network in the world.

"AOL continues to be a premiere player in the Internet services market and an important Level 3 partner," said Don Gips, group vice president, Global Marketing and Sales for Level 3. "Level 3 has pioneered new technology for providing access, and we're happy to work with AOL to make Level 3's revolutionary softswitch-based managed modem service a significant part of AOLnet."

"We are pleased to expand our relationship with Level 3," said Geraldine MacDonald, vice president for AOLnet operations. "Our goal at AOL has always been to provide our more than 22 million members with the best possible online experience, and Level 3's innovative, high-quality managed modem infrastructure allows us to do that."

Level 3 introduced its softswitch-based managed modem service in 1998 and currently processes more than three billion minutes per month. Managed modem was the first Level 3 product to utilize softswitches to control and process calls. Softswitches are software control systems pioneered by Level 3 to provide Internet service providers (ISPs), application service providers (ASPs) and other Web-centric companies with services that combine the innovation and cost advantages of IP networks with the reliability and ubiquity of telephone networks.


(*Softswitches are advanced software based switching systems that enable Level 3 to provide services combining the best features of the Internet and traditional telephone networks.)


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.