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Level 3 Communications Signs Right of Way Agreement With Burlington Northern and Santa Fe Railway Company

Agreement Provides Level 3 With Key Routes in up to 28 States For
 Its National IP-Based Fiber Optic Network

OMAHA, Neb., June 23 /PRNewswire/ -- Level 3 Communications, Inc. (Nasdaq: LVLT), announced today that its wholly-owned subsidiary, Level 3 Communications, LLC, and the Burlington Northern and Santa Fe Railway Company (BNSF), have signed a master easement agreement. As a result, Level 3 receives rights of way access to BNSF's rail routes, in as many as 28 states, over which Level 3 will build its national Internet Protocol (IP) based network.

The agreement, the terms of which were not disclosed, will allow Level 3 to construct, operate and maintain multiple conduit fiber network facilities, which will be buried along the BNSF rights of way. Level 3 expects to begin construction of its advanced fiber optic network during the third quarter of 1998.

"This agreement signifies another major step in our strategic business plan," said Level 3 Executive Vice President and COO Kevin O'Hara. "This agreement with the Burlington Northern and Santa Fe Railway, in combination with an earlier agreement with the Union Pacific Railroad, now grants us rights of way to construct more than 9,000 miles connecting as many as 26 major U.S. cities with our planned IP-based national network. The fact that this network will consist of multi-conduits means it will be easily upgradeable -- giving us a competitive advantage over other carriers with older, legacy systems."

In an announcement last week, Level 3 said the intercity portion of its network would be constructed by Peter Kiewit Sons', Inc. and that a majority of that network will utilize railway rights of way.

Level 3 Leased Access

Level 3's agreements for construction of a network along the BNSF and Union Pacific rights of way follow an earlier data network agreement with Frontier Corporation to lease capacity on Frontier's 13,000 mile SONET fiber optic network. The lease arrangement gives Level 3 an IP-capable network over which it expects to begin providing service to business customers in several cities during the third quarter of 1998, while Level 3 builds its own IP-based network -- the first national communications network to use Internet technology end-to-end.

About The Burlington Northern and Santa Fe Railway Company

BNSF operates one of the largest railroad networks in North America, with 34,000 route miles of track covering 28 states and two Canadian provinces.

About Level 3 Communications

Level 3 is a communications and information services company building an advanced Internet Protocol (IP) technology based network in phases across the U.S. that is expected to be completed in the year 2001. To provide service in the interim, Level 3 has signed an agreement to lease capacity on a national network over which it will be able to offer advanced IP-based services in selected cities beginning in the third quarter of 1998. Level 3 will be the first company to combine both local and long distance IP technology based networks connecting customers end-to-end across the U.S. The company will focus primarily on the business market using its network to provide a full range of communications services -- including local, long distance and data transmission as well as other enhanced services and Internet access services. Plans also call for the company to expand internationally. Level 3's common stock is traded on The Nasdaq National Market under the symbol LVLT. Its World Wide Web address is

The statements made by Level 3 in this press release, may be forward- looking in nature. Actual results may differ materially from those projected in forward-looking statements. Level 3 believes that our primary risk factors include, but are not limited to: changes in the overall economy; technology; the number and size of competitors in our markets; law and regulatory policy; and the mix of products and services offered in our target markets. Additional information concerning these and other potential important factors can be found within Level 3's SEC filings. You should evaluate any statements in light of these important factors.

SOURCE Level 3 Communications, Inc.
 -0- 06/23/98

/CONTACT: News Media: Josh Howell, 402-943-1309, or Steve Ingish, 402-943-1337, or Investors: Julie Stangl, 402-943-1310, all of Level 3 Communications; or News Media: Jim Sabourin of Burlington Northern and Santa Fe Railway, 817-352-6412/

/Web site:


CO: Level 3 Communications, Inc.; Level 3 Communications, LLC; Burlington

Northern and Santa Fe Railway Company ST: Nebraska IN: TLS SU:

CM-DO -- LATU051 -- 4047 06/23/98 11:22 EDT
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Publication:PR Newswire
Date:Jun 23, 1998
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