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Level 3 and BellSouth Reach Agreement on Inter-Carrier Compensation

Level 3 Now Has Long-Term Agreements for ISP-bound Traffic in 34 States

BROOMFIELD, Colo., April 10, 2001 - Level 3 Communications, Inc. (Nasdaq:LVLT) today announced it has reached an agreement with BellSouth Telecommunications, Inc. (NYSE:BLS) that establishes new rates for the exchange of local and Internet service provider (ISP)-bound traffic. The agreement covers the nine-state BellSouth operating region and also resolves issues regarding points of interconnection. "This negotiated agreement is another positive step toward creating a market-based rate structure for all inter-carrier compensation and moves those rates closer to cost," said Bill Hunt, vice president of public policy for Level 3. "This agreement brings to 34 the number of states where Level 3 has secured agreements that provide payment for terminating ISP-bound traffic." Level 3 has previously announced agreements with Verizon and SBC Corporation. Inter-carrier compensation agreements set rates for transmission and switching services provided by one carrier to complete or carry traffic originating on another carrier's network. The agreement covers both Local Traffic and ISP-bound traffic for all states in the BellSouth operating region through December 2003. The per-minute rates are $.00175 for 2001, $.0015 for 2002, and $.001 for 2003. Under the Telecommunications Act, the agreements will be filed with the appropriate state commissions, which will then take action within 90 days of the filing.

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.