Level 3 Financing Announces $650 Million Tranche B II Term Loan

Level 3 Communications, Inc. (NYSE:LVLT, news, filings) today announced that its wholly owned subsidiary, Level 3 Financing, Inc., has received commitments from lenders to increase the borrowings under its existing $1.68 billion senior secured credit facility through the creation of a new $650 million Tranche B II Term Loan.

Level 3 Financing will amend and restate its existing senior secured credit facility to include a new $650 million Tranche B II Term Loan, which will mature on September 1, 2018. Interest on the Tranche B II Term Loan will be equal to LIBOR plus 4.25 percent with LIBOR set at a minimum of 1.50 percent. No substantive changes will be made to any of the restrictive covenants contained in the existing senior secured credit facility. The Tranche B II Term Loan was priced at 99 percent of par.

Level 3 Financing expects to complete the transaction concurrently with the closing of Level 3’s proposed acquisition of Global Crossing Limited, subject to customary closing conditions. Closing conditions include the closing of the acquisition of Global Crossing, which is expected to occur before the end of 2011.

The net proceeds to Level 3 Financing will be used to refinance outstanding indebtedness of Global Crossing Limited and its subsidiaries, including fees, premiums and other expenses.

Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Morgan Stanley Senior Funding, Inc. and Credit Suisse Securities (USA) LLC will act as Joint Lead Arrangers and Joint Bookrunning Managers for the Tranche B II Term Facility. Willkie Farr & Gallagher LLP is acting as counsel to Level 3 and Cravath Swaine & Moore LLP is acting as counsel to the Joint Lead Arrangers and Joint Bookrunning Managers.

About Level 3 Communications
Level 3 Communications, Inc. (NASDAQ: LVLT) is a leading international provider of fiber-based communications services. Enterprise, content, wholesale and government customers rely on Level 3 to deliver services with an industry-leading combination of scalability and value over an end-to-end fiber network. Level 3 offers a portfolio of metro and long-haul services, including transport, data, Internet, content delivery and voice. For more information, visit www.level3.com.

© Level 3 Communications, LLC. All Rights Reserved. Level 3, Level 3 Communications and the Level 3 Communications Logo are either registered service marks or service marks of Level 3 Communications, LLC and/or one of its Affiliates 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 names, product names, company names or logos included herein are the trademarks or service marks of their respective owners.

Forward-Looking Statement
Some of the statements made 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 Level 3’s control, which could cause actual events to differ materially from those expressed or implied by the statements. The most important factors that could prevent Level 3 from achieving its stated goals include, but are not limited to: the current uncertainty in the global financial markets and the global economy; a discontinuation of the development and expansion of the Internet as a communications medium and marketplace for the distribution and consumption of data and video; and disruptions in the financial markets that could affect Level 3’s ability to obtain additional financing. Additional factors include, but are not limited to, the company’s ability to: increase and maintain the volume of traffic on its network; develop effective business support systems; manage system and network failures or disruptions; develop new services that meet customer demands and generate acceptable margins; defend intellectual property and proprietary rights; adapt to rapid technological changes that lead to further competition; attract and retain qualified management and other personnel; successfully integrate acquisitions; and meet all of the terms and conditions of 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.

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