On May 19, 2017, CenturyLink, Inc. (CenturyLink) filed a press
release to announce the allocation by the lead arrangers for
CenturyLinks new proposed senior secured credit facilities of the
loans to be made under its $6.0 billion term loan B facility. A
copy of the press release is attached hereto as Exhibit 99.1 and is
incorporated herein by reference.

Forward Looking Statements

Except for the historical and factual information contained
herein, the matters set forth in this communication, including
statements regarding the expected timing and benefits of the
proposed transaction, such as efficiencies, cost savings,
enhanced revenues, growth potential, market profile and financial
strength, and the competitive ability and position of the
combined company, and other statements identified by words such
as “will,” “estimates,” “anticipates,” “believes,”
“expects,” “projects,” “plans,” “intends,” “may,”
“should,” “could,” “seeks” and similar expressions, are
forward-looking statements within the meaning of the “safe
harbor” provisions of the Private Securities Litigation Reform
Act of 1995. These forward-looking statements are subject to a
number of risks, uncertainties and assumptions, many of which are
beyond our control. These forward-looking statements, and the
assumptions upon which they are based, (i) are not guarantees of
future results, (ii) are inherently speculative and (iii) are
subject to a number of risks and uncertainties. Actual events and
results may differ materially from those anticipated, estimated,
projected or implied in those statements if one or more of these
risks or uncertainties materialize, or if underlying assumptions
prove incorrect. Factors that could affect actual results include
but are not limited to: the ability of the parties to timely and
successfully receive the required approvals for the combination
from regulatory agencies free of conditions materially adverse to
the parties; the possibility that the anticipated benefits from
the proposed transaction cannot be fully realized or may take
longer to realize than expected; the possibility that costs,
difficulties or disruptions related to the integration of Level 3
Communications, Inc.’s (“Level 3”) operations with those of
CenturyLink will be greater than expected; the ability of the
combined company to retain and hire key personnel; the effects of
competition from a wide variety of competitive providers,
including lower demand for CenturyLink’s legacy offerings; the
effects of new, emerging or competing technologies, including
those that could make the combined company’s products less
desirable or obsolete; the effects of ongoing changes in the
regulation of the communications industry, including the outcome
of regulatory or judicial proceedings relating to intercarrier
compensation, interconnection obligations, access charges,
universal service, broadband deployment, data protection and net
neutrality; adverse changes in CenturyLink’s or the combined
company’s access to credit markets on favorable terms, whether
caused by changes in its financial position, lower debt credit
ratings, unstable markets or otherwise; the combined company’s
ability to effectively adjust to changes in the communications
industry, and changes in the composition of its markets and
product mix; possible changes in the demand for, or pricing of,
the combined company’s products and services, including the
combined company’s ability to effectively respond to increased
demand for high-speed broadband service; changes in the operating
plans, capital allocation plans or corporate strategies of the
combined company, whether based on changes in market conditions,
changes in the cash flows or financial position of the combined
company, or otherwise; the combined company’s ability to
successfully maintain the quality and profitability of its
existing product and service offerings and to introduce new
offerings on a timely and cost-effective basis; the adverse
impact on the combined company’s business and network from
possible equipment failures, service outages, security breaches
or similar events impacting its network; the combined company’s
ability to maintain favorable relations with key business
partners, suppliers, vendors, landlords and financial
institutions; the ability of the combined company to utilize net
operating losses in amounts projected; changes in the future cash
requirements of the combined company; and other risk factors and
cautionary statements as detailed from time to time in each of
CenturyLink’s and Level 3’s reports filed with the U.S.
Securities and Exchange Commission (the “SEC”). Due to these
risks and uncertainties, there can be no assurance that the
proposed combination or any other transaction described above
will in fact be completed in the manner described or at all. You
should be aware that new factors may emerge from time to time and
it is not possible for us to identify all such factors nor can we
predict the impact of each such factor on the proposed
combination or the combined company. You should not place undue
reliance on these forward-looking statements, which speak only as
of the date of this communication. Unless legally required,
CenturyLink and Level 3 undertake no obligation and each
expressly disclaim any such obligation, to update publicly any
forward-looking statements, whether as a result of new
information, future events, changed events or otherwise.

Additional Information

In connection with the proposed combination, CenturyLink and
Level 3 have filed a registration statement on Form S-4 with the
SEC (Registration Statement No. 333-215121), containing a joint
proxy statement of CenturyLink and Level 3 that also constitutes
a prospectus of CenturyLink. The registration statement was
declared effective by the SEC on February 13, 2017. CenturyLink
and Level 3 began mailing the definitive joint proxy
statement/prospectus to their respective security holders on or
about February 13, 2017. The definitive joint proxy
statement/prospectus, dated as of February 13, 2017, contains
important information about CenturyLink, Level 3, the proposed
combination and related matters. INVESTORS AND SECURITY HOLDERS
ARE URGED TO READ THE DEFINITIVE JOINT PROXY STATEMENT/PROSPECTUS
AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IN CONNECTION
WITH THE PROPOSED COMBINATION OR INCORPORATED BY REFERENCE IN THE
DEFINITIVE JOINT PROXY STATEMENT/PROSPECTUS CAREFULLY BECAUSE
THEY CONTAIN IMPORTANT INFORMATION. Investors and security
holders may obtain the definitive joint proxy
statement/prospectus and the filings that are incorporated by
reference in the definitive joint proxy statement/prospectus, as
well as other filings containing information about CenturyLink
and Level 3, free of charge, at the website maintained by the SEC
at www.sec.gov. Investors and security holders may also obtain
these documents free of charge by directing a request to
CenturyLink, 100 CenturyLink Drive, Monroe, Louisiana 71203,
Attention: Corporate Secretary, or to Level 3, 1025 Eldorado
Boulevard, Broomfield, Colorado 80021, Attention: Investor
Relations.

The exhibit to this current report on Form 8-K is listed in the
Exhibit Index, which appears at the end of this current report
and is incorporated by reference herein.