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Level 3 Announces New Agreement with United Online

United Online Purchases Level 3's Dial-up Internet Access Service in Hundreds of U.S. Cities

BROOMFIELD, Colo., April 8, 2002 - Level 3 Communications, Inc. (Nasdaq:LVLT) today announced a new agreement with United Online, Inc. (Nasdaq:UNTD), a leading value-priced Internet Service Provider (ISP). Through its NetZero and Juno Internet services, United Online had more than 5.6 million active users as of December 31, 2001, including 1.46 million pay subscribers.

Under the terms of the three-year, multimillion-dollar contract, United Online is buying (3)Connect Modem service in hundreds of U.S. cities to serve its customers. This new contract makes Level 3 a primary provider of wholesale dial-up Internet access service for United Online.

"We selected Level 3 because its dial-up network infrastructure provides United Online with an attractive combination of performance, reach and price," said Mark R. Goldston, chairman, CEO and president of United Online, Inc. "Level 3's managed modem platform provides the underlying support for our high-quality, value-based services, while helping to ensure that our customers consistently have the best possible call success rates and online experiences."

"We look forward to providing a high level of service to United Online and its customers," said Jim Crowe, CEO for Level 3. "Our market share among providers of wholesale dial-up Internet access services continues to grow steadily. We believe our continuing growth in the wholesale dial-up Internet access business can be attributed to a softswitch-based managed modem infrastructure that offers the industry's highest quality of service, most comprehensive geographic coverage and best value."

"As we continue to strengthen our customer base and leadership position in this market, we also continue to expand our underlying managed modem platform through increased market reach, acquisitions and feature enhancements," added Crowe.

Since entering the wholesale dial-up business in 1999, Level 3 has sold nearly one million ports. The company completes more than 375 million dial-up Internet access calls and over 12 billion minutes of online usage per month for its ISP customers. Level 3's managed modem revenue in 2001 increased more than 70 percent over 2000. In 2001, the company expanded the geographic reach of its wholesale dial-up service so that it now covers more than 80 percent of the U.S. population. Level 3 offers (3)Connect Modem service, which currently has a call success rate of 99.8 percent, in all 50 U.S. states.


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.