Under the terms of the agreement, Level 3 will become France Telecom's primary provider of lit broadband transport and colocation services in North America. Level 3 will supply identified private line and wavelength circuits across its 19,400-mile fiber optic network in the U.S., which France Telecom Group will use as a platform to support its customers.

"This agreement stands as proof of the strength of our longstanding customer relationship with France Telecom," said Kevin O'Hara, Level 3's president and chief operating officer. "We're pleased that France Telecom will continue to rely on Level 3 as its principal network partner in North America, and we look forward to providing them with the highest quality communications services in the coming years."

The new agreement replaces and terminates an earlier, 20-year dark fiber contract signed by the companies in October 2000. Under the prior agreement, France Telecom acquired a nationwide dark fiber network from Level 3, along with ongoing maintenance and colocation services. The fiber strands leased to France Telecom in the initial transaction will revert to Level 3. The transaction is expected to be completed in the first quarter of 2005.

"This agreement makes sense for France Telecom," said Jean-Philippe Vanot, Executive Vice President of France Telecom's Networks, Carriers & IT division. "It will enable us to continue delivering the same services with the same levels of quality to customers in the retail and wholesale sectors, including our subsidiary Equant, while increasing our competitiveness. France Telecom will retain all other network assets in the United States for IP, voice and signaling traffic. Level 3 has been a reliable network partner for France Telecom over the past four years, and we're pleased to continue our relationship with them through this new agreement."

As a result of the replacement of the dark fiber contract signed in 2000 with the new lit services agreement, Level 3 will no longer recognize amortized revenue under the pre-paid dark fiber contract as required under Generally Accepted Accounting Principles (GAAP). Instead, in accordance with GAAP, Level 3 expects to recognize approximately $40 million in deferred, non-cash termination revenue in the first quarter of 2005 related to the cancellation of the 2000 dark fiber agreement. While the monthly revenue recognized pursuant to GAAP is expected to decline, Level 3 expects the cash received monthly under the new lit services contract with France Telecom to exceed the monthly cash payments Level 3 previously received from France Telecom for dark fiber maintenance and colocation services.

About France Telecom

France Telecom is one of the world's leading telecommunications carriers, with 121.5 million customers on the five continents (220 countries and territories) and consolidated operating revenues of 46.1 billion euros for 2003 (23.2 billion euros for 1st semester 2004). Through its major international brands, including Orange, Wanadoo, Equant and GlobeCast, France Telecom provides businesses, consumers and other carriers with a complete portfolio of solutions that spans local, long-distance and international telephony, wireless, Internet, multimedia, data, broadcast and cable TV services. France Telecom is the second-largest wireless operator and Internet access provider in Europe, and a world leader in telecommunications solutions for multinational corporations. France Telecom is listed on the Paris and New York stock exchanges.

(corporate information) / http://www.francetelecom.com/ http://www.opentransit.francetelecom.com/ (carrier wholesale services)

About Level 3 Communications

Level 3 http://www.level3.com/ is an international communications and information services company. The company operates one of the largest Internet backbones in the world, is one of the largest providers of wholesale dial-up service to ISPs in North America and is the primary provider of Internet connectivity for millions of broadband subscribers, through its cable and DSL partners. The company offers a wide range of communications services over its 23,000-mile broadband fiber optic network including Internet Protocol (IP) services, broadband transport and infrastructure services, colocation services, and patented softswitch managed modem and voice services. Its Web address is .

The company offers information services through its subsidiaries, Software Spectrum and (i)Structure. For additional information, visit their respective Web sites at http://www.softwarespectrum.com/ http://www.i-structure.com/ and .

The Level 3 logo is a registered service mark of Level 3 Communications, Inc. in the United States and/or other countries. Level 3 services are offered through wholly owned subsidiaries of Level 3 Communications, Inc.

Forward Looking Statement

Some of the statements made by Level 3 in this press release are forward- looking in nature. Actual results may differ materially from those projected in forward-looking statements. Level 3 believes that its primary risk factors include, but are not limited to: changes in the overall economy relating to, among other things, the September 11 attacks and subsequent events, substantial capital requirements; development of effective internal processes and systems; the ability to attract and retain high quality employees; technology; the number and size of competitors in its markets; law and regulatory policy; and the mix of products and services offered in the company's target markets. 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 release should be evaluated in light of these important factors.

CONTACT: Media, Josh Howell, +1-720-888-2517, or Arthur Hodges,+1-720-888-6184, or Investors, Robin Grey, +1-720-888-2518, or SandraCurlander, +1-720-888-2501, both of Level 3 Communications, Inc.

Web site: http://www.francetelecom.com/

Web site: http://www.opentransit.francetelecom.com/

Web site: http://www.softwarespectrum.com/

Web site: http://www.i-structure.com/

Web site: http://www.level3.com/