Level 3 Parent (LVLT) 10-Q 9 Nov 17 2017 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information Document - shares	9 Months Ended
	Sep. 30, 2017	Nov. 07, 2017
Entity Information [Line Items]
Entity Registrant Name	LEVEL 3 PARENT, LLC
Entity Central Index Key	794,323
Document Type	10-Q
Document Period End Date	Sep. 30, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		0
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q3

Consolidated Statements of Inco

Consolidated Statements of Income - USD ($) shares in Thousands, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Income Statement [Abstract]
Revenue	$ 2,059	$ 2,033	$ 6,168	$ 6,140
Costs and Expenses:
Network access costs	678	675	2,044	2,045
Network related expenses	345	337	1,018	1,014
Depreciation and amortization	333	319	983	930
Selling, general and administrative expenses	348	348	1,078	1,061
Total Costs and Expenses	1,704	1,679	5,123	5,050
Operating Income	355	354	1,045	1,090
Other Income (Expense):
Interest income	6	1	11	3
Interest expense	(134)	(139)	(400)	(414)
Loss on modification and extinguishment of debt	0	0	(44)	(40)
Other, net	6	1	9	(14)
Total Other Expense	(122)	(137)	(424)	(465)
Income Before Income Taxes	233	217	621	625
Income Tax Expense	(76)	(74)	(215)	(198)
Net Income	$ 157	$ 143	$ 406	$ 427
Basic Earnings per Common Share
Net Income Per Share, basic (usd per share)	$ 0.43	$ 0.40	$ 1.12	$ 1.19
Weighted-Average Shares Outstanding (in thousands)	363,471	359,561	362,413	358,097
Diluted Earnings per Common Share
Net Income Per Share, diluted (usd per share)	$ 0.43	$ 0.39	$ 1.11	$ 1.18
Weighted-Average Shares Outstanding (in thousands)	365,323	361,907	364,710	361,072

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Income - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract]
Net Income	$ 157	$ 143	$ 406	$ 427
Other Comprehensive Income (Loss), net of Tax:
Foreign currency translation adjustments, net of tax effect of ($18), $6, ($55) and $30	44	(15)	106	9
Defined benefit pension plan adjustments, net of tax effect of ($1), ($1), ($1), and ($2)	0	0	0	(1)
Other Comprehensive Income (Loss), net of Tax	44	(15)	106	8
Comprehensive Income	$ 201	$ 128	$ 512	$ 435

Comprehensive Income Parentheti

Comprehensive Income Parenthetical (Parentheticals) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Comprehensive Income Parenthetical [Abstract]
Foreign currency translation adjustments, tax effect	$ (18)	$ 6	$ (55)	$ 30
Defined benefit pension plan adjustments, tax effect	$ (1)	$ (1)	$ (1)	$ (2)

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Millions	Sep. 30, 2017	Dec. 31, 2016
Assets:
Cash and cash equivalents	$ 2,252	$ 1,819
Restricted cash and securities	5	7
Receivables, less allowances for doubtful accounts of $32 and $29, respectively	750	712
Other	136	115
Total Current Assets	3,143	2,653
Property, Plant and Equipment, net of accumulated depreciation of $12,203 and $11,249, respectively	10,485	10,139
Restricted Cash and Securities	29	31
Goodwill	7,741	7,729
Other Intangibles, net	761	915
Deferred Tax Assets	3,162	3,370
Other Assets, net	52	51
Total Assets	25,373	24,888
Liabilities and Stockholders’ Equity:
Accounts payable	704	706
Current portion of long-term debt	7	7
Accrued payroll and employee benefits	247	195
Accrued interest	95	129
Current portion of deferred revenue	276	266
Other	139	168
Total Current Liabilities	1,468	1,471
Long-Term Debt, less current portion	10,586	10,877
Deferred Revenue, less current portion	1,132	1,001
Other Liabilities	637	622
Total Liabilities	13,823	13,971
Commitments and Contingencies
Stockholders’ Equity:
Preferred stock, $.01 par value, authorized 10,000,000 shares: no shares issued or outstanding	0	0
Common stock, $.01 par value, authorized 433,333,333 shares in both periods; 362,799,950 issued and outstanding at September 30, 2017 and 360,021,098 issued and outstanding at December 31, 2016	4	4
Additional paid-in capital	19,921	19,800
Accumulated other comprehensive loss	(281)	(387)
Accumulated deficit	(8,094)	(8,500)
Total Stockholders’ Equity	11,550	10,917
Total Liabilities and Stockholders’ Equity	$ 25,373	$ 24,888

Consolidated Balance Sheets Par

Consolidated Balance Sheets Parentheticals (Parentheticals) - USD ($) $ in Millions	Sep. 30, 2017	Dec. 31, 2016
Allowance for doubtful accounts	$ 32	$ 29
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment	$ 12,203	$ 11,249
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	433,333,333	433,333,333
Common stock, shares issued	362,799,950	360,021,098
Common stock, shares outstanding	362,799,950	360,021,098

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Cash Flows from Operating Activities:
Net Income	$ 406	$ 427
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	983	930
Non-cash compensation expense attributable to stock awards	120	121
Loss on modification and extinguishment of debt	44	40
Accretion of debt discount and amortization of debt issuance costs	13	15
Accrued interest on long-term debt, net	(34)	27
Deferred income taxes	189	163
Loss (gain) on sale of property, plant and equipment and other assets	6	(1)
Other, net	5	(7)
Changes in working capital items:
Receivables	(34)	16
Other current assets	(38)	(40)
Accounts payable	(10)	99
Deferred revenue	134	21
Other current liabilities	7	(25)
Net Cash Provided by Operating Activities	1,791	1,786
Cash Flows from Investing Activities:
Capital expenditures	(1,018)	(1,028)
Change in restricted cash and securities, net	4	11
Purchases of marketable securities	(1,127)	0
Maturity of marketable securities	1,127	0
Proceeds from the sale of property, plant and equipment and other assets	1	1
Net Cash Used in Investing Activities	(1,013)	(1,016)
Cash Flows from Financing Activities:
Long-term debt borrowings, net of issuance costs	4,569	764
Payments on and repurchases of long-term debt and capital leases	(4,917)	(818)
Net Cash Used in Financing Activities	(348)	(54)
Effect of Exchange Rates on Cash and Cash Equivalents	3	(1)
Net Change in Cash and Cash Equivalents	433	715
Cash and Cash Equivalents at Beginning of Period	1,819	854
Cash and Cash Equivalents at End of Period	2,252	1,569
Supplemental Disclosure of Cash Flow Information:
Cash interest paid	412	372
Income taxes paid, net of refunds	$ 47	$ 26

Organization and Summary of Sig

Organization and Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2017
Accounting Policies [Abstract]
Organization and Summary of Significant Accounting Policies	Effective November 1,2017, Level 3 Communications, Inc. became an indirect wholly owned subsidiary of CenturyLink, Inc. Upon completion of the acquisition, Level 3 Communications, Inc.’s name changed to Level 3 Parent, LLC. Unless the context requires otherwise, references in this report to “Level 3 Communications, Inc.,” "Level 3," “we,” “us,” the “Company” and “our” refer to Level 3 Parent, LLC and its consolidated subsidiaries. (1) Organization and Summary of Significant Accounting Policies Description of Business We are a facilities-based provider (that is, a provider that owns or leases a substantial portion of the property, plant and equipment necessary to provide our services) of a broad range of integrated communications services. We created our communications network by constructing our own assets and through a combination of purchasing other companies and purchasing or leasing facilities from others. Our network is an international, facilities-based communications network. We designed our network to provide communications services that employ and take advantage of rapidly improving underlying optical, Internet Protocol, computing and storage technologies. On October 31, 2016, we entered into an agreement and plan of merger (the "Merger Agreement") with CenturyLink, Inc., a Louisiana corporation ("CenturyLink"), Wildcat Merger Sub 1 LLC, a Delaware limited liability company and an indirect wholly owned subsidiary of CenturyLink ("Merger Sub 1"), and WWG Merger Sub LLC, a Delaware limited liability company and an indirect wholly owned subsidiary of CenturyLink ("Merger Sub 2"), pursuant to which, effective November 1, 2017, we were acquired by CenturyLink in a cash and stock transaction, including the assumption of our debt (the "CenturyLink Merger"). See Note 2 - Events Associated with the CenturyLink Merger . Principles of Consolidation and Basis of Presentation The consolidated financial statements include our and our subsidiaries' accounts in which we have a controlling interest. All significant intercompany accounts and transactions have been eliminated. The accompanying Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP"). As part of our consolidation policy, we consider our controlled subsidiaries, investments in businesses in which we are not the primary beneficiary or do not have effective control but have the ability to significantly influence operating and financial policies, and variable interests resulting from economic arrangements that give us rights to economic risks or rewards of a legal entity. We do not have variable interests in a variable interest entity where we are required to consolidate the entity as the primary beneficiary. Due to exchange restrictions and other conditions, effective at the end of the third quarter of 2015 we deconsolidated our Venezuelan subsidiary and began accounting for our investment in our Venezuelan subsidiary using the cost method of accounting. The factors that led to our conclusions at the end of the third quarter of 2015 continued to exist through the end of the third quarter of 2017 . The accompanying Consolidated Balance Sheet as of December 31, 2016 , which was derived from audited Consolidated Financial Statements, and the unaudited interim Consolidated Financial Statements as of September 30, 2017 and for the three and nine months ended September 30, 2017 and 2016 have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for quarterly reports on Form 10-Q and do not include all of the information and note disclosures required by GAAP for complete financial statements. These financial statements should be read in conjunction with our audited Consolidated Financial Statements and notes thereto included in our Form 10-K for the year ended December 31, 2016 . In the opinion of our management, these financial statements contain all adjustments necessary for a fair presentation of financial position, results of operations and cash flows at the dates and for the interim periods presented herein. The results of operations for an interim period are not necessarily indicative of the results of operations expected for a full fiscal year. The preparation of the Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities and the reported amounts of revenue and expenses during the reported period. Actual results could differ from these estimates under different assumptions or conditions and such differences could be material. Recently Issued Accounting Pronouncements In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-02, Leases ("ASC 842"), which requires entities that lease assets to recognize on the balance sheet the assets and liabilities for the rights and obligations created by those leases. This ASU will replace most existing leasing guidance in U.S. GAAP when it becomes effective. The new standard is effective for fiscal years beginning after December 15, 2018, and interim periods within those years. Early application is permitted. The standard requires the use of a modified retrospective transition method. We are evaluating the effect that ASU 2016-02 will have on our Consolidated Financial Statements and related disclosures, and expect the new guidance to significantly increase the reported assets and liabilities on our Consolidated Balance Sheets. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers , which amended the existing accounting standards for revenue recognition and requires an entity to recognize the amount of revenue it expects to be entitled to for the transfer of promised goods or services to customers. The ASU and subsequent amendments have been codified as ASC 606, Revenue from Contracts with Customers (“ASC 606”). In July 2015, the FASB deferred the effective date to annual reporting periods beginning after December 15, 2017, and interim reporting periods within those periods. Early adoption is permitted using the original effective date of annual reporting periods beginning after December 15, 2016, and interim reporting periods within those periods. The new guidance may be applied retrospectively to each prior period presented or prospectively with the cumulative effect recognized as of the date of initial adoption. We will not adopt ASC 606 early. We have performed a comprehensive analysis of our revenue streams and contractual arrangements to identify and quantify the effects of ASC 606 on our consolidated financial statements and are developing new accounting and reporting policies, business and internal control processes and procedures to facilitate adoption of the standard. Because we currently have service contracts that contain a significant financing component that are not currently separately accounted for, we will be required to estimate and record incremental revenue and interest cost associated with these contractual terms. In addition, we will be required to capitalize, and subsequently amortize, commission costs associated with obtaining or fulfilling our customer contracts, which we do not currently defer and amortize. We will also have to comply with new revenue disclosure requirements. We are continuing to review and evaluate underlying contract information that will be used to support new accounting and disclosure requirements under ASC 606 and evaluate other matters that may result from adoption of the standard. We have not yet selected a transition method, as our method of transition may be affected by the CenturyLink Merger, which was completed effective November 1, 2017 (see Note 2 - Events Associated with the CenturyLink Merger ), and subsequent integration activities completed prior to the January 1, 2018 ASC 606 adoption date.

Events Associated with the Cent

Events Associated with the CenturyLink Merger	9 Months Ended
	Sep. 30, 2017
Business Combinations [Abstract]
Events Associated with the CenturyLink Merger	(2) Events Associated with the CenturyLink Merger On November 1, 2017, pursuant to the terms and conditions of the previously-announced Merger Agreement, dated as of October 31, 2016, among Level 3, CenturyLink, Merger Sub I and Merger Sub 2, Merger Sub 1 merged with and into Level 3 (the “Initial Merger”) and immediately thereafter Level 3 merged with and into Merger Sub 2 (the “Subsequent Merger”), with Merger Sub 2 surviving such merger as an indirect wholly owned subsidiary of CenturyLink under the name of Level 3 Parent, LLC. In connection with the Initial Merger, each outstanding share of Level 3 Communications, Inc. common stock, par value $0.01 per share (the “LVLT Common Stock”), other than shares held by holders who have properly exercised appraisal rights and shares owned by CenturyLink, Level 3 or their respective subsidiaries, was converted into the right to receive $26.50 in cash, without interest, and 1.4286 shares of CenturyLink common stock, par value $1.00 per share (“CTL Common Stock”), with cash paid in lieu of fractional shares. In addition, as a result of the Initial Merger, (i) each outstanding Level 3 restricted stock unit award granted prior to April 1, 2014 or granted to an outside director of Level 3 was converted into the right to receive $26.50 in cash and 1.4286 shares of CTL Common Stock (and cash in lieu of fractional shares) with respect to each Level 3 share covered by such award, less applicable tax withholdings, and (ii) each outstanding Level 3 restricted stock unit award granted on or after April 1, 2014 (other than those granted to outside directors of Level 3) was converted into a restricted stock unit award relating to such number of shares of CTL Common Stock determined in accordance with a formula set forth in the Merger Agreement (the “Continuing RSU Awards”). The Continuing RSU Awards will remain subject to the same terms and conditions applicable to the original Level 3 awards immediately prior to their conversion, subject to certain exceptions. As a result of the Initial Merger, CenturyLink delivered to our stockholders an aggregate of approximately $9.6 billion in cash and approximately 517.3 million shares of CTL Common Stock valued at approximately $9.8 billion (excluding shares of CTL Common Stock subject to future issuance under the Continuing RSU Awards and amounts to be paid to holders of dissenting shares), based on the number of shares of LVLT Common Stock and Converted RSU Awards outstanding at the close of business on October 31, 2017 and the per share closing price of CTL Common Stock on the New York Stock Exchange on October 31, 2017. The above-described issuance of shares of CTL Common Stock in connection with the Initial Merger was registered under the Securities Act of 1933, as amended, pursuant to a registration statement on Form S-4 (File No. 333-215121) filed by us with the U.S. Securities and Exchange Commission (the “Commission”) and declared effective on February 13, 2017. The joint proxy statement/prospectus of CenturyLink and Level 3 included in the registration statement (the “Joint Proxy Statement/Prospectus”), including the various reports incorporated by reference therein, contains additional information about the above-described transactions. In connection with the closing of the Merger Agreement, we invested $1.825 billion in CenturyLink in exchange for an unsecured demand note that bears interest at 3.5% per annum. The principal amount of such note is payable upon demand by Level 3 Parent but no later than November 1, 2020, and is prepayable by CenturyLink at any time. The U.S. Department of Justice approved the acquisition subject to conditions of a consent decree on October 2, 2017, which requires the combined company to divest certain Level 3 metro network assets in the markets located in Albuquerque, New Mexico; Boise, Idaho; and Tucson, Arizona and the combined company will divest 24 strands of dark fiber connecting 30 specified city-pairs across the United States in the form of an Indefeasible Right of Use agreement. The carrying value of the metro network and dark fiber assets is not material to Level 3. Our results of operations will be included in the consolidated results of operations of CenturyLink beginning November 1, 2017. CenturyLink will account for its acquisition of us under the acquisition method of accounting, which will result in the allocation of the purchase price to the assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition, with the excess purchase price being recognized as goodwill. None of the goodwill associated with this transaction is deductible for income tax purposes. The allocation of the purchase price to the assets acquired and liabilities assumed (and the related estimated lives of depreciable tangible and identifiable intangible assets) will require a significant amount of judgment. Such allocation of the purchase price (including the assignment of goodwill to reporting units) will be determined based upon an analysis currently being performed, which is expected to be complete no later than the fourth quarter of 2018. The recognition of assets and liabilities at fair value will be reflected in our financial statements and therefore will result in a new basis of accounting for the “successor period” beginning on November 1, 2017. This new basis of accounting means that our financial statements for the successor periods will not be comparable to our previously reported financial statements, including the financial statements in this report. We recognized $31 million and $74 million of expenses associated with our activities surrounding the CenturyLink Merger for the three and nine months ended September 30, 2017, respectively.

Earnings Per Share

Earnings Per Share	9 Months Ended
	Sep. 30, 2017
Earnings Per Share [Abstract]
Earnings Per Share	(3) Earnings Per Share We compute basic earnings per share by dividing net income for the period by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by dividing the net income for the period by the weighted average number of shares of common stock outstanding during the period and including the dilutive effect of common stock that would be issued assuming exercise of stock-based compensation awards. The effects of approximately 2 million total restricted stock units ("RSUs") and performance restricted stock units ("PRSUs") outstanding at September 30, 2017 have been included in the computation of diluted earnings per share for the three and nine months ended September 30, 2017 . Less than 1 million of PRSUs granted in 2016 were excluded from the computation of diluted earnings per share for the three and nine months ended September 30, 2017 , as they were contingently issuable and no shares would have been issued if these periods were the end of the contingency period. The effect of approximately 2 million and 3 million total outperform stock appreciation rights ("OSOs"), RSUs and PRSUs outstanding at September 30, 2016 were included in the computation of diluted earnings per share for the three and nine months ended September 30, 2016 , respectively.

Other Intangible Assets

Other Intangible Assets	9 Months Ended
	Sep. 30, 2017
Other Intangible Assets [Abstract]
Other Intangible Assets	(4) Other Intangible Assets Other intangible assets as of September 30, 2017 and December 31, 2016 were as follows: (dollars in millions) Gross Carrying Amount Accumulated Amortization Net September 30, 2017 Finite-Lived Intangible Assets: Customer Contracts and Relationships $ 1,973 $ (1,250 ) $ 723 Trademarks 55 (55 ) — Patents and Developed Technology 228 (205 ) 23 2,256 (1,510 ) 746 Indefinite-Lived Intangible Assets: Trade Name 15 — 15 $ 2,271 $ (1,510 ) $ 761 December 31, 2016 Finite-Lived Intangible Assets: Customer Contracts and Relationships $ 1,973 $ (1,113 ) $ 860 Trademarks 55 (55 ) — Patents and Developed Technology 229 (189 ) 40 2,257 (1,357 ) 900 Indefinite-Lived Intangible Assets: Trade Name 15 — 15 $ 2,272 $ (1,357 ) $ 915 Finite-lived intangible asset amortization expense was $49 million and $153 million for the three and nine months ended September 30, 2017 and $53 million and $159 million for the three and nine months ended September 30, 2016 . At September 30, 2017 , the weighted average remaining useful lives of our finite-lived intangible assets was 4.1 in total; 4.2 for customer contracts and relationships, and 2.1 for patents and developed technology. As of September 30, 2017 , estimated amortization expense for our finite-lived intangible assets over the next five years is as follows (dollars in millions): 2017 (remaining three months) $ 47 2018 190 2019 179 2020 166 2021 143 2022 21 Thereafter — $ 746

Fair Value of Financial Instrum

Fair Value of Financial Instruments	9 Months Ended
	Sep. 30, 2017
Fair Value Disclosures [Abstract]
Fair Value of Financial Instruments	(5) Fair Value of Financial Instruments Our financial instruments consist of cash, cash equivalents, restricted cash and securities, receivables, accounts payable, capital leases, other liabilities and long-term debt (including the current portion). The carrying values of cash and cash equivalents, restricted cash and securities, receivables, accounts payable, capital leases and other liabilities approximated their fair values at September 30, 2017 and December 31, 2016 . GAAP defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements and disclosures for assets and liabilities required to be recorded at fair value, we consider the principal or most advantageous market in which we would transact and consider assumptions that market participants would use when pricing the asset or liability, such as interest and foreign exchange rates, transfer restrictions, and risk of nonperformance. Fair Value Hierarchy GAAP establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The fair value measurement of each class of assets and liabilities is dependent upon its categorization within the fair value hierarchy, based upon the lowest level of input that is significant to the fair value measurement of each class of asset and liability. GAAP establishes three levels of inputs that may be used to measure fair value: Level 1 — Unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 — Unadjusted quoted prices for similar assets or liabilities in active markets, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability. Level 3 — Unobservable inputs for the asset or liability. We recognize transfers between levels of the fair value hierarchy as of the end of the reporting period. There were no transfers within the fair value hierarchy during each of the nine months ended September 30, 2017 and September 30, 2016 . The table below presents the fair values for our long-term debt as well as the input levels used to determine these fair values as of September 30, 2017 and December 31, 2016 : Fair Value Measurement Using Total Carrying Value in Consolidated Balance Sheets Unadjusted Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) Significant Other Observable Inputs (Level 2) (dollars in millions) September 30, December 31, September 30, December 31, September 30, December 31, Liabilities Not Recorded at Fair Value in the Financial Statements: Long-term Debt, including the current portion: Term Loans $ 4,569 $ 4,566 $ 4,611 $ 4,671 $ — $ — Senior Notes 5,845 6,135 6,065 6,283 — — Capital Leases and Other 179 183 — — 179 183 Total Long-term Debt, including the current portion $ 10,593 $ 10,884 $ 10,676 $ 10,954 $ 179 $ 183 We do not have any assets or liabilities where the fair value is measured using significant unobservable inputs (Level 3). Term Loans The fair value of the Term Loans referenced above was approximately $4.6 billion and $4.7 billion at September 30, 2017 and December 31, 2016 , respectively. The fair value of each loan is based on quoted prices. Each loan tranche is actively traded. For additional information on the refinancing of the Term Loans, see Note 6 - Long-Term Debt. Senior Notes The fair value of the Senior Notes referenced above was approximately $6.1 billion at September 30, 2017 and $6.3 billion at December 31, 2016 , respectively, based on quoted prices for identical terms and maturities. Each series of notes is actively traded. On September 29, 2017, the $300 million aggregate principal amount plus accrued and unpaid interest due under the Floating Rate Senior Notes due 2018 was paid. Capital Leases The fair value of our capital leases is determined by discounting anticipated future cash flows derived from the contractual terms of the obligations and observable market interest and foreign exchange rates.

Long-Term Debt (Notes)

Long-Term Debt (Notes)	9 Months Ended
	Sep. 30, 2017
Debt Disclosure [Abstract]
Long-term Debt	(6) Long-Term Debt The following table summarizes our long-term debt (amounts in millions): Date of September 30, 2017 December 31, 2016 Issuance/ Amendment Maturity Interest Payments Interest Rate Amount Amount Senior Secured Term Loans: Borrowed by Level 3 Financing, Inc. Tranche B-III 2019 Term Loan (1)(4) Aug 2013 — Quarterly LIBOR +3.00% $ — $ 815 Tranche B 2020 Term Loan (1)(4) Oct 2013 — Quarterly LIBOR +3.00% — 1,796 Tranche B-II 2022 Term Loan (1)(4) May 2015 — Quarterly LIBOR +2.75% — 2,000 Tranche B 2024 Term Loan (4)(5) Feb 2017 Feb 2024 Quarterly LIBOR +2.25% 4,611 — Senior Notes: Issued by Level 3 Financing, Inc. Floating Rate Senior Notes due 2018 (2)(4) Nov 2013 Jan 2018 May/Nov 6-Month LIBOR +3.50% — 300 6.125% Senior Notes due 2021 (2) Nov 2013 Jan 2021 Apr/Oct 6.125% 640 640 5.375% Senior Notes due 2022 (2) Aug 2014 Aug 2022 May/Nov 5.375% 1,000 1,000 5.625% Senior Notes due 2023 (2) Jan 2015 Feb 2023 Jun/Dec 5.625% 500 500 5.125% Senior Notes due 2023 (2) Apr 2015 May 2023 Mar/Sept 5.125% 700 700 5.375% Senior Notes due 2025 (2) Apr 2015 May 2025 Mar/Sept 5.375% 800 800 5.375% Senior Notes due 2024 (2) Nov 2015 Jan 2024 Jan/Jul 5.375% 900 900 5.25% Senior Notes due 2026 (2) Mar 2016 Mar 2026 Apr/Oct 5.250% 775 775 Issued by Level 3 Parent, LLC 5.75% Senior Notes due 2022 (3) Dec 2014 Dec 2022 Mar/Sept 5.750% 600 600 Capital Leases and Other Debt 179 183 Total Debt Obligations 10,705 11,009 Unamortized discounts — (13 ) Unamortized debt issuance costs (112 ) (112 ) Current Portion (7 ) (7 ) Total Long-Term Debt $ 10,586 $ 10,877 (1) The term loans were secured obligations and guaranteed by Level 3 Communications, Inc. and Level 3 Communications, LLC and certain other subsidiaries. (2) The notes are fully and unconditionally guaranteed on an unsubordinated unsecured basis by Level 3 Parent, LLC and Level 3 Communications, LLC. (3) The notes are not guaranteed by any of Level 3 Parent, LLC's subsidiaries. (4) The Tranche B 2024 Term Loan had an interest rate of 3.486% as of September 30, 2017 . All other term loans were refinanced on February 22, 2017 as described below. The Tranche B-III 2019 Term Loan and the Tranche B 2020 Term Loan each had an interest rate of 4.000% as of December 31, 2016 . The Tranche B-II 2022 Term Loan had an interest rate of 3.500% as of December 31, 2016 . The interest rate on the Tranche B-III 2019 Term Loan and the Tranche B 2020 Term Loan were set with a minimum LIBOR of 1.00% . The interest rate on the Tranche B-II 2022 Term Loan was set with a minimum LIBOR of 0.75% and the interest rate on the Tranche B 2024 Term Loan is set with a minimum LIBOR of zero percent. The Floating Rate Senior Notes due 2018 had an interest rate of 4.762% as of December 31, 2016 . (5) The Tranche B 2024 Term Loan is a secured obligation and is guaranteed by Level 3 Parent, LLC and certain of its non-regulated subsidiaries. Senior Secured Term Loans As of September 30, 2017 , Level 3 Financing, Inc., Level 3 Parent, LLC's direct wholly owned subsidiary ("Level 3 Financing") had a senior secured credit facility consisting of a $4.611 billion Tranche B Term Loan due 2024. On February 22, 2017, we completed the refinancing of all of our then outstanding $4.611 billion senior secured term loans through the issuance of a new Tranche B 2024 Term Loan in the principal amount of $4.611 billion . The term loans refinanced were our Tranche B-III 2019 Term Loan, Tranche B 2020 Term Loan, and the Tranche B-II 2022 Term Loan. The new Tranche B 2024 Term Loan bears interest at LIBOR plus 2.25 percent, with a zero percent minimum LIBOR, and will mature on February 22, 2024. The Tranche B 2024 Term Loan was priced to lenders at par, with the payment to the lenders at closing of an upfront 25 basis point fee. We recognized a charge of approximately $44 million for modification and extinguishment in the first quarter of 2017 related to this refinancing. As the new Tranche B 2024 Term Loan represents a new tranche to our existing credit facility, new regulatory approvals are required for Level 3 Communications, LLC and certain other regulated subsidiaries of Level 3 Financing to guarantee and to provide security for the Tranche B 2024 Term Loan. As a result, the guarantees and a portion of the collateral provided by those entities to support the term loans that were refinanced are not available to support the Tranche B 2024 Term Loan unless and until those regulatory approvals are obtained. Senior Notes All of the notes pay interest semiannually, and allow for the redemption of the notes at the option of the issuer upon not less than 30 or more than 60 days’ prior notice by paying the greater of 101% of the principal amount or a “make-whole” amount, plus accrued interest. In addition, the notes also have a provision that allows for an additional right of optional redemption using cash proceeds received from the sale of equity securities. For specific details of these features and requirements, including the applicable premiums and timing, refer to the indentures for the respective senior notes in connection with the original issuances. 7% Senior Notes due 2020 and 5.25% Senior Notes due 2026 On March 22, 2016, Level 3 Financing issued $775 million in aggregate principal amount of our 5.25% Senior Notes due 2026 (the “5.25% Senior Notes due 2026”). The 5.25% Senior Notes due 2026 are fully and unconditionally guaranteed on an unsubordinated unsecured basis by Level 3 Parent, LLC and Level 3 Communications, LLC. On April 21, 2016, all of the outstanding principal amount of the 7% Senior Notes Due 2020 was redeemed at a redemption price equal to 104.138% of the principal amount, along with accrued and unpaid interest to but excluding the redemption date. To fund the redemption of these notes, Level 3 Financing used the net proceeds, along with cash on hand, from the March 22, 2016 issuance of our 5.25% Senior Notes due 2026. We recognized a charge of approximately $40 million for modification and extinguishment in the second quarter of 2016 related to this refinancing. Floating Rate Senior Notes due 2018 On September 29, 2017, the $300 million aggregate principal amount plus accrued and unpaid interest due under the Floating Rate Senior Notes due 2018 was paid and we recognized a loss on extinguishment of less than $1 million . Capital Leases As of September 30, 2017 , we had $179 million of capital leases. We lease property, equipment, certain dark fiber facilities and metro fiber under non-cancelable IRU agreements that are accounted for as capital leases. The weighted average interest rate on these capital leases approximated 5.8% as of September 30, 2017 . Covenant Compliance At September 30, 2017 and December 31, 2016 , we were in compliance with the financial covenants on all outstanding debt issuances. Long-Term Debt Maturities Aggregate future contractual maturities of long-term debt and capital leases (excluding debt issuance costs) were as follows as of September 30, 2017 (dollars in millions): 2017 (remaining three months) $ 2 2018 7 2019 7 2020 8 2021 650 2022 1,610 Thereafter 8,421 $ 10,705

Accumulated Other Comprehensive

Accumulated Other Comprehensive Loss (Notes)	9 Months Ended
	Sep. 30, 2017
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]
Accumulated Other Comprehensive Loss	(7) Accumulated Other Comprehensive Loss The accumulated balances for each classification of other comprehensive income (loss) were as follows: (dollars in millions) Net Foreign Currency Translation Adjustment Defined Benefit Pension Plans Total Balance at December 31, 2015 $ (273 ) $ (28 ) $ (301 ) Other comprehensive income (loss) before reclassifications, net of tax 9 (2 ) 7 Amounts reclassified from accumulated other comprehensive loss — 1 1 Balance at September 30, 2016 $ (264 ) $ (29 ) $ (293 ) Balance at December 31, 2016 $ (353 ) $ (34 ) $ (387 ) Other comprehensive income before reclassifications, net of tax 106 1 107 Amounts reclassified from accumulated other comprehensive loss — (1 ) (1 ) Balance at September 30, 2017 $ (247 ) $ (34 ) $ (281 )

Stock-Based Compensation (Notes

Stock-Based Compensation (Notes)	9 Months Ended
	Sep. 30, 2017
Compensation and Retirement and Compensation Related Costs, Share-based Payments Disclosure [Abstract]
Stock-Based Compensation	(8) Stock-Based Compensation The following table summarizes non-cash compensation expense for each of the three and nine months ended September 30, 2017 and 2016 : (dollars in millions) Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Outperform Stock Appreciation Rights $ — $ — $ — $ 2 Restricted Stock Units 21 26 77 60 Performance Restricted Stock Units 5 9 17 33 401(k) Match Expense 7 8 26 27 33 43 120 122 Capitalized Non-Cash Compensation — — — (1 ) Total $ 33 $ 43 $ 120 $ 121 As of September 30, 2017 , there were approximately 5 million total restricted stock and performance restricted stock units outstanding.

Segment Information (Notes)

Segment Information (Notes)	9 Months Ended
	Sep. 30, 2017
Segment Reporting [Abstract]
Segment Information	(9) Segment Information Prior to the CenturyLink Merger, our operating revenues were generated primarily from our former segments (North America; Europe, the Middle East and Africa ("EMEA"); and Latin America), and our Chief Operating Decision Maker (“CODM”) regularly reviewed information for each of our segments to evaluate performance and to allocate resources. The accounting principles used to determine segment results were the same as those used in our consolidated financial statements. As of November 1, 2017, the effective date of the CenturyLink Merger, our operations will be integrated into and will be reported as part of the segments of CenturyLink. CenturyLink’s CODM has become our CODM, but will review our financial information on an aggregate basis only in connection with our quarterly and annual reports. Operating segments are defined under GAAP as components of an enterprise for which separate financial information is available and evaluated regularly by our CODM in deciding how to allocate resources and assess performance. Our former reportable segments consisted of: 1) North America; 2) EMEA; and 3) Latin America. Other separate business interests that are not segments include interest, certain corporate assets and overhead costs, and certain other general and administrative costs that were not allocated to any of the operating segments. The CODM measured and evaluated segment performance primarily based upon revenue, revenue growth and Adjusted EBITDA. Adjusted EBITDA, as defined by us, is equal to net income from the Consolidated Statements of Income before (1) income tax benefit (expense), (2) total other income (expense), (3) non-cash impairment charges included within selling, general and administrative expenses and network related expenses, (4) depreciation and amortization expense, and (5) non-cash stock-based compensation expense included within selling, general and administrative expenses and network related expenses. Adjusted EBITDA is not a measurement under GAAP and may not be used in the same way by other companies. Management believes that Adjusted EBITDA is an important part of our internal reporting and is a key measure used by management to evaluate our profitability and operating performance and to make resource allocation decisions. Management believes such measurement is especially important in a capital-intensive industry such as telecommunications. Management also uses Adjusted EBITDA to compare our performance to that of our competitors and to eliminate certain non-cash and non-operating items in order to consistently measure from period to period our ability to fund capital expenditures, fund growth, service debt and determine bonuses. Adjusted EBITDA excludes non-cash impairment charges and non-cash stock-based compensation expense because of the non-cash nature of these items. Adjusted EBITDA also excludes interest income, interest expense and income tax benefit (expense) because these items are associated with our capitalization and tax structures. Adjusted EBITDA also excludes depreciation and amortization expense because these non-cash expenses reflect the effect of capital investments which management believes are better evaluated through cash flow measures. Adjusted EBITDA excludes net other income (expense) because these items are not related to our primary operations. There are limitations to using non-GAAP financial measures such as Adjusted EBITDA, including the difficulty associated with comparing companies that use similar performance measures whose calculations may differ from our calculations. Additionally, this financial measure does not include certain significant items such as interest income, interest expense, income tax benefit (expense), depreciation and amortization expense, non-cash impairment charges, non-cash stock-based compensation expense, and net other income (expense). Adjusted EBITDA should not be considered a substitute for other measures of financial performance reported in accordance with GAAP. The following table presents revenue by segment: Three Months Ended Nine Months Ended (dollars in millions) September 30, 2017 September 30, 2016 (1) September 30, 2017 September 30, 2016 (1) Core Network Services Revenue: North America $ 1,597 $ 1,573 $ 4,798 $ 4,779 EMEA 184 180 535 561 Latin America 182 176 541 491 Total Core Network Services Revenue 1,963 1,929 5,874 5,831 Wholesale Voice Services Revenue: North America 90 98 279 292 EMEA 3 4 8 11 Latin America 3 2 7 6 Total Wholesale Voice Services Revenue 96 104 294 309 Total Revenue $ 2,059 $ 2,033 $ 6,168 $ 6,140 (1) The 2016 results have been adjusted to reflect changes made to customer assignments between the wholesale and enterprise channels as of the beginning of 2017. The following table presents Adjusted EBITDA by segment and reconciles Adjusted EBITDA to net income: Three Months Ended Nine Months Ended (dollars in millions) September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 Adjusted EBITDA: North America $ 817 $ 784 $ 2,441 $ 2,415 EMEA 64 56 189 162 Latin America 78 80 235 218 Unallocated Corporate Expenses (238 ) (204 ) (717 ) (654 ) Adjusted EBITDA 721 716 2,148 2,141 Income Tax Expense (76 ) (74 ) (215 ) (198 ) Total Other Expense (122 ) (137 ) (424 ) (465 ) Depreciation and Amortization (333 ) (319 ) (983 ) (930 ) Non-Cash Stock Compensation (33 ) (43 ) (120 ) (121 ) Net Income $ 157 $ 143 $ 406 $ 427 The following table presents capital expenditures by segment and reconciles capital expenditures by segment to total capital expenditures: Three Months Ended Nine Months Ended (dollars in millions) September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 Capital Expenditures: North America $ 216 $ 245 $ 690 $ 677 EMEA 25 38 83 117 Latin America 48 44 126 118 Unallocated Corporate Capital Expenditures 33 37 119 116 Total Capital Expenditures $ 322 $ 364 $ 1,018 $ 1,028 The following table presents total assets by segment: (dollars in millions) September 30, 2017 December 31, 2016 Assets: North America $ 21,094 $ 20,818 EMEA 1,766 1,639 Latin America 2,387 2,304 Other 126 127 Total Assets $ 25,373 $ 24,888 The changes in the carrying amount of goodwill by segment during the nine months ended September 30, 2017 were as follows: (dollars in millions) North America EMEA Latin America Total Balance at December 31, 2016 $ 7,024 $ 109 $ 596 $ 7,729 Effect of foreign currency rate change — 12 — 12 Balance at September 30, 2017 $ 7,024 $ 121 $ 596 $ 7,741 There were no events or changes in circumstances during the first three and nine months of 2017 that indicated the carrying value of goodwill may not be recoverable.

Commitments, Contingencies and

Commitments, Contingencies and Other Items (Notes)	9 Months Ended
	Sep. 30, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments, Contingencies and Other Items	(10) Commitments, Contingencies and Other Items We are subject to various legal proceedings and other contingent liabilities that individually or in the aggregate could materially affect our financial condition, future results of operations or cash flows. Amounts accrued for such contingencies aggregate to $93 million and are included in “Other” current liabilities and “Other Liabilities” in our Consolidated Balance Sheet at September 30, 2017 . The establishment of an accrual does not mean that actual funds have been set aside to satisfy a given contingency. Thus, the resolution of a particular contingency for the amount accrued would have no effect on our results of operations but could materially adversely affect our cash flows for the affected period. We review our accruals at least quarterly and adjust them to reflect the impact of negotiations, settlements, rulings, advice of legal counsel and other information and events pertaining to a particular matter. Below is a description of material legal proceedings and other contingencies pending at September 30, 2017 . Although we believe we have accrued for these matters in accordance with the accounting guidance for contingencies, contingencies are inherently unpredictable and it is possible that results of operations or cash flows could be materially and adversely affected in any particular period by unfavorable developments in, or resolution or disposition of, one or more of these matters. For those contingencies in respect of which we believe it is reasonably possible that a loss may result that is materially in excess of the accrual (if any) established for the matter, we have either provided an estimate of such possible loss or range of loss or included a statement that such an estimate cannot be made. In addition to the contingencies described below, we are party to many other legal proceedings and contingencies, the resolution of which is not expected to materially affect our financial condition or future results of operations beyond the amounts accrued. Rights-of-Way Litigation We are party to a number of purported class action lawsuits involving our right to install fiber optic cable network in railroad right-of-ways adjacent to plaintiffs' land. In general, we obtained the rights to construct our networks from railroads, utilities, and others, and have installed our networks along the rights-of-way so granted. Plaintiffs in the purported class actions assert that they are the owners of lands over which the fiber optic cable networks pass, and that the railroads, utilities and others who granted us the right to construct and maintain our network did not have the legal authority to do so. The complaints seek damages on theories of trespass, unjust enrichment and slander of title and property, as well as punitive damages. We have also received, and may in the future receive, claims and demands related to rights-of-way issues similar to the issues in these cases that may be based on similar or different legal theories. We have defeated motions for class certification in a number of these actions but expect that, absent settlement of these actions, plaintiffs in the pending lawsuits will continue to seek certification of statewide or multi-state classes. The only lawsuit in which a class was certified against us, absent an agreed upon settlement, occurred in Koyle, et. al. v. Level 3 Communications, Inc., et. al., a purported two state class action filed in the United States District Court for the District of Idaho. The Koyle lawsuit has been dismissed pursuant to a settlement reached in November 2010 as described further below. We negotiated a series of class settlements affecting all persons who own or owned land next to or near railroad rights of way in which we have installed our fiber optic cable networks. The United States District Court for the District of Massachusetts in Kingsborough v. Sprint Communications Co. L.P. granted preliminary approval of the proposed settlement; however, on September 10, 2009, the court denied a motion for final approval of the settlement on the basis that the court lacked subject matter jurisdiction and dismissed the case. In November 2010, we negotiated revised settlement terms for a series of state class settlements affecting all persons who own or owned land next to or near railroad rights of way in which we have installed our fiber optic cable networks. We are currently pursuing presentment of the settlement in applicable jurisdictions. The settlements, affecting current and former landowners, have received final federal court approval in all but one of the applicable states and the parties are actively engaged in, or have completed, the claims process for the vast majority of the applicable states, including payment of claims. We continue to seek approval in the remaining state. Management believes that Level 3 has substantial defenses to the claims asserted in the remaining state and intends to defend them vigorously if a satisfactory settlement is not ultimately approved for the affected landowners. Peruvian Tax Litigation Beginning in 2005, one of our Peruvian subsidiaries received a number of assessments for tax, penalties and interest for calendar years 2001 and 2002. Peruvian tax authorities ("SUNAT") took the position that the Peruvian subsidiary incorrectly documented its importations resulting in additional income tax withholding and value-added taxes ("VAT"). The total amount of the asserted claims, including potential interest and penalties, was $26 million , consisting of $3 million for income tax withholding in connection with the import of services for calendar years 2001 and 2002, $7 million for VAT in connection with the import of services for calendar years 2001 and 2002, and $16 million in connection with the disallowance of VAT credits for periods beginning in 2005. After taking into account the developments described below, as well as the accrued interest and foreign exchange effects, the total amount of exposure is $16 million at September 30, 2017 . We challenged the tax assessments during 2005 by filing administrative claims before SUNAT. During August 2006 and June 2007, SUNAT rejected our administrative claims, thereby confirming the assessments. Appeals were filed in September 2006 and July 2007 with the Tribunal Fiscal, the highest level of administrative review, which is not part of the Peru judiciary (the "Tribunal"). The 2001 and 2002 assessed withholding tax assessments were resolved in our favor in separate administrative resolutions; however, the penalties with respect to withholding tax remain at issue in the administrative appeals. In October 2011, the Tribunal issued its administrative resolution with respect to the calendar year 2002 tax period regarding VAT, associated penalties and penalties associated with withholding taxes, deciding the central issue underlying the assessments in the government's favor, while confirming the assessment in part and denying a portion of the assessment on procedural grounds. We appealed the Tribunal's October 2011 administrative resolutions to the judicial court in Peru. In September 2014, the first judicial court rendered a decision largely in our favor on the central issue underlying the assessments. SUNAT appealed the court’s decision to the next judicial level. The court of appeal remanded the case to the first judicial court for further development of the facts and legal analysis supporting its decision. In April 2016, the first judicial level rendered a decision in our favor on the central issue underlying the assessments. SUNAT has appealed the substantive issue to the next judicial level. We also appealed certain procedural points. In May 2017, the court of appeal issued a decision reversing the favorable decision reached by the first judicial level. In June 2017, we filed an appeal of the decision to the Supreme Court of Justice, the final judicial level. In October 2013, the Tribunal notified us of its July 2013 administrative resolution with respect to the calendar year 2001 tax period regarding VAT, associated penalties and penalties associated with withholding taxes, determining the central issue underlying the assessments in the government's favor, while confirming the assessment in part and denying a portion of the assessment on procedural grounds. We appealed the Tribunal's July 2013 administrative resolutions to the judicial court in Peru. In April 2015, the first judicial court rendered a decision largely in SUNAT’s favor on the central issue underlying the assessments. We appealed the court’s decision to the next judicial level. In April 2016, the court of appeal rendered a decision that declared null the April 2015 decision and remanded the case to the first judicial court for further development of the facts and legal analysis supporting its decision. In June 2017, the first judicial court issued a ruling against us primarily based on the same grounds from the original decision. In June 2017, we filed an appeal with the court of appeal. An oral hearing took place before the court of appeals on October 18, 2017. A decision on this case is pending. In December 2013, SUNAT initiated an audit of calendar year 2001. In June 2014, we were served with SUNAT’s assessments of the 2001 VAT credits declared null by the Tribunal and the corresponding fine. In July 2014, we challenged these assessments by filing administrative claims before SUNAT. In January 2015, SUNAT rejected the administrative claims, thereby confirming the assessments. We filed an appeal with the Tribunal in February 2015. In May 2015, the Tribunal notified us of its administrative resolution declaring the assessments and corresponding fines null. The time for SUNAT to appeal this resolution has closed. Under local practice, notification of an appeal can take several months. Counsel confirmed in the first quarter of 2016 that SUNAT has not filed an appeal to the resolution. Nevertheless, SUNAT retains the right to reissue the assessments declared null or start a new audit. However, we are under no obligation to provide additional information and any fine issued by SUNAT based on the same information that it has already used in the past would be declared null. Accordingly, in March 2016, we released an accrual of approximately $15 million for an assessment and associated interest. In addition, based on a change in legal interpretation by the Peruvian judicial courts, the statute of limitations with respect to the 2001 fines has expired. Accordingly, in the fourth quarter of 2016, we released an accrual of approximately $11 million of fines and associated interest. Employee Severance and Contractor Termination Disputes A number of former employees and third-party contractors have asserted a variety of claims in litigation against certain of our Latin American subsidiaries for separation pay, severance, commissions, pension benefits, unpaid vacation pay, breach of employment contracts, unpaid performance bonuses, property damages, moral damages and related statutory penalties, fines, costs and expenses (including accrued interest, attorneys' fees and statutorily mandated inflation adjustments) as a result of their separation from us or termination of service relationships. We are vigorously defending ourselves against the asserted claims, which aggregate to approximately $30 million at September 30, 2017 . Brazilian Tax Claims In December 2004, March 2009, April 2009 and July 2014, the São Paulo state tax authorities issued tax assessments against one of our Brazilian subsidiaries for the Tax on Distribution of Goods and Services (“ICMS”) with respect to revenue from leasing movable properties (in the case of the December 2004, March 2009 and July 2014 assessments) and revenue from the provision of Internet access services (in the case of the April 2009 and July 2014 assessments), by treating such activities as the provision of communications services, to which the ICMS tax applies. During the third quarter of 2014, we released an accrual of $6 million for tax, penalty and associated interest corresponding to the ICMS applicable on the provision of Internet access services due to the expiration of the statute of limitations for the January 2008 to June 2009 tax periods. In September 2002, July 2009 and May 2012, the Rio de Janeiro state tax authorities issued tax assessments to the same Brazilian subsidiary on similar issues. We have filed objections to these assessments, arguing that the lease of assets and the provision of Internet access are not communication services subject to ICMS. The objections to the September 2002, December 2004 and March 2009 assessments were rejected by the respective state administrative courts, and we have appealed those decisions to the judicial courts. In October 2012 and June 2014, we received favorable rulings from the lower court on the December 2004 and March 2009 assessments regarding equipment leasing, but those rulings are subject to appeal by the state. No ruling has been obtained with respect to the September 2002 assessment. The objections to the April and July 2009 and May 2012 assessments are still pending final administrative decisions. The July 2014 assessment was confirmed during the fourth quarter of 2014 at the first administrative level and we appealed this decision to the second administrative level. During the fourth quarter of 2014, we entered into an amnesty with the Rio de Janeiro state tax authorities with respect to potential ICMS liability for the 2008 tax period. As a result, we paid $5 million and released an accrual of $3 million of tax corresponding to the ICMS applicable on the provision of Internet access services in the fourth quarter of 2014. We are vigorously contesting all such assessments in both states and, in particular, view the assessment of ICMS on revenue from leasing movable properties to be without merit. Nevertheless, we believe it is reasonably possible that these assessments could result in a loss of up to $54 million at September 30, 2017 in excess of the accruals established for these matters. Other Matters Level 3 has recently been notified of a qui tam action pending against Level 3 Communications, Inc., certain former employees and others in the United States District Court for the Eastern District of Virginia ( United States of America ex rel., Stephen Bishop v. Level 3 Communications, Inc. et al., Case No. 1:13-cv-1453 ). Certain statutes permit private citizens, called “relators”, to institute civil proceedings alleging violations of those statutes. These qui tam cases are typically sealed by the court at the time of filing. The original qui tam complaint was filed under seal on November 26, 2013, and an amended complaint was filed under seal on June 16, 2014. The court unsealed the complaints on October 26, 2017. The amended complaint alleges that Level 3, principally through two former employees, submitted false claims and made false statements to the government in connection with two government contracts. The relator seeks damages in this lawsuit of approximately $50 million, subject to trebling, plus statutory penalties, pre-and-post judgment interest, and attorney’s fees. The case is currently stayed. As we have only recently been made aware of the content of the amended complaint, we are evaluating our defenses to the claims. At this time, we do not believe it is probable we will incur a material loss. If, contrary to our expectations, the plaintiff prevails in this matter and proves damages at or near $50 million, and is successful in having those damages trebled, the outcome could have a material adverse effect on our results of operations in the period in which a liability is recognized and on our cash flows for the period in which any damages are paid. The two former Level 3 employees named in the qui tam amended complaint and others were also indicted in the United States District Court for the Eastern District of Virginia on October 3, 2017, and charged with, among other things, accepting kickbacks from a subcontractor, who was also indicted, for work to be performed under a prime government contract. The company is fully cooperating in the government’s investigations in this matter. Letters of Credit It is customary for us to use various financial instruments in the normal course of business. These instruments include letters of credit. Letters of credit are conditional commitments issued on our behalf in accordance with specified terms and conditions. As of September 30, 2017 and December 31, 2016 , we had outstanding letters of credit or other similar obligations of approximately $36 million and $39 million , respectively, of which $29 million and $33 million are collateralized by cash that is reflected on the Consolidated Balance Sheets as restricted cash and securities. We do not believe exposure to loss related to our letters of credit is material.

Condensed Consolidating Financi

Condensed Consolidating Financial Information (Notes)	9 Months Ended
	Sep. 30, 2017
Condensed Consolidating Financial Information [Abstract]
Condensed Consolidating Financial Information	(11) Condensed Consolidating Financial Information Level 3 Financing, Inc., a wholly owned subsidiary, has issued Senior Notes that are unsecured obligations of Level 3 Financing, Inc.; however, they are also fully and unconditionally and jointly and severally guaranteed on an unsecured senior basis by Level 3 Parent, LLC and Level 3 Communications, LLC. In conjunction with the registration of the Level 3 Financing, Inc. Senior Notes, the accompanying condensed consolidating financial information has been prepared and presented pursuant to SEC Regulation S-X Rule 3-10 “Financial statements of guarantors and affiliates whose securities collateralize an issue registered or being registered.” The operating activities of the separate legal entities included in our Consolidated Financial Statements are interdependent. The accompanying condensed consolidating financial information presents the statements of comprehensive income, balance sheets and statements of cash flows of each legal entity and, on an aggregate basis, the other non-guarantor subsidiaries based on amounts incurred by such entities, and is not intended to present the operating results of those legal entities on a stand-alone basis. Level 3 Communications, LLC leases equipment and certain facilities from other wholly owned subsidiaries of Level 3 Parent, LLC. These transactions are eliminated in our consolidated results. Condensed Consolidating Statements of Comprehensive Income (Loss) Three Months Ended September 30, 2017 Level 3 Parent, LLC Level 3 Financing, Inc. Level 3 Communications, LLC Other Non-Guarantor Subsidiaries Eliminations Total (dollars in millions) Revenue $ — $ — $ 932 $ 1,168 $ (41 ) $ 2,059 Costs and Expense: Network Access Costs — — 329 390 (41 ) 678 Network Related Expenses — — 254 91 — 345 Depreciation and Amortization — — 114 219 — 333 Selling, General and Administrative Expenses 2 1 272 73 — 348 Total Costs and Expenses 2 1 969 773 (41 ) 1,704 Operating Income (Loss) (2 ) (1 ) (37 ) 395 — 355 Other Income (Expense): Interest income — — 6 — — 6 Interest expense (9 ) (121 ) — (4 ) — (134 ) Interest income (expense) affiliates, net 377 562 (868 ) (71 ) — — Equity in net earnings (losses) of subsidiaries (212 ) (614 ) 215 — 611 — Other, net — — 12 (6 ) — 6 Total Other Income (Expense) 156 (173 ) (635 ) (81 ) 611 (122 ) Income (Loss) before Income Taxes 154 (174 ) (672 ) 314 611 233 Income Tax Benefit (Expense) 3 (38 ) (1 ) (40 ) — (76 ) Net Income (Loss) 157 (212 ) (673 ) 274 611 157 Other Comprehensive Income (Loss), Net of Income Taxes 44 — — 44 (44 ) 44 Comprehensive Income (Loss) $ 201 $ (212 ) $ (673 ) $ 318 $ 567 $ 201 Condensed Consolidating Statements of Comprehensive Income (Loss) Nine Months Ended September 30, 2017 Level 3 Parent, LLC Level 3 Financing, Inc. Level 3 Communications, LLC Other Non-Guarantor Subsidiaries Eliminations Total (dollars in millions) Revenue $ — $ — $ 2,785 $ 3,499 $ (116 ) $ 6,168 Costs and Expense: Network Access Costs — — 991 1,169 (116 ) 2,044 Network Related Expenses — — 743 275 — 1,018 Depreciation and Amortization — — 327 656 — 983 Selling, General and Administrative Expenses 4 3 843 228 — 1,078 Total Costs and Expenses 4 3 2,904 2,328 (116 ) 5,123 Operating Income (Loss) (4 ) (3 ) (119 ) 1,171 — 1,045 Other Income (Expense): Interest income — — 11 — — 11 Interest expense (27 ) (358 ) (2 ) (13 ) — (400 ) Interest income (expense) affiliates, net 1,132 1,703 (2,605 ) (230 ) — — Equity in net earnings (losses) of subsidiaries (703 ) (1,892 ) 618 — 1,977 — Other, net — (44 ) 16 (7 ) — (35 ) Total Other Income (Expense) 402 (591 ) (1,962 ) (250 ) 1,977 (424 ) Income (Loss) before Income Taxes 398 (594 ) (2,081 ) 921 1,977 621 Income Tax Benefit (Expense) 8 (109 ) (2 ) (112 ) — (215 ) Net Income (Loss) 406 (703 ) (2,083 ) 809 1,977 406 Other Comprehensive Income (Loss), Net of Income Taxes 106 — — 106 (106 ) 106 Comprehensive Income (Loss) $ 512 $ (703 ) $ (2,083 ) $ 915 $ 1,871 $ 512 Condensed Consolidating Statements of Comprehensive Income (Loss) Three Months Ended September 30, 2016 Level 3 Parent, LLC Level 3 Financing, Inc. Level 3 Communications, LLC Other Non-Guarantor Subsidiaries Eliminations Total (dollars in millions) Revenue $ — $ — $ 907 $ 1,160 $ (34 ) $ 2,033 Costs and Expense: Network Access Costs — — 330 379 (34 ) 675 Network Related Expenses — — 242 95 — 337 Depreciation and Amortization — — 100 219 — 319 Selling, General and Administrative Expenses 1 1 262 84 — 348 Total Costs and Expenses 1 1 934 777 (34 ) 1,679 Operating (Loss) Income (1 ) (1 ) (27 ) 383 — 354 Other Income (Expense): Interest income — — 1 — — 1 Interest expense (9 ) (124 ) (1 ) (5 ) — (139 ) Interest income (expense) affiliates, net 342 526 (804 ) (64 ) — — Equity in net earnings (losses) of subsidiaries (193 ) (539 ) 169 — 563 — Other, net — — (1 ) 2 — 1 Total Other Income (Expense) 140 (137 ) (636 ) (67 ) 563 (137 ) Income (Loss) before Income Taxes 139 (138 ) (663 ) 316 563 217 Income Tax Expense 4 (55 ) — (23 ) — (74 ) Net Income (Loss) 143 (193 ) (663 ) 293 563 143 Other Comprehensive Income (Loss), Net of Income Taxes (15 ) — — (15 ) 15 (15 ) Comprehensive Income (Loss) $ 128 $ (193 ) $ (663 ) $ 278 $ 578 $ 128 Condensed Consolidating Statements of Comprehensive Income (Loss) Nine Months Ended September 30, 2016 Level 3 Parent, LLC Level 3 Financing, Inc. Level 3 Communications, LLC Other Non-Guarantor Subsidiaries Eliminations Total (dollars in millions) Revenue $ — $ — $ 2,652 $ 3,590 $ (102 ) $ 6,140 Costs and Expense: Network Access Costs — — 965 1,182 (102 ) 2,045 Network Related Expenses — — 716 298 — 1,014 Depreciation and Amortization — — 280 650 — 930 Selling, General and Administrative Expenses 3 4 775 279 — 1,061 Total Costs and Expenses 3 4 2,736 2,409 (102 ) 5,050 Operating (Loss) Income (3 ) (4 ) (84 ) 1,181 — 1,090 Other Income (Expense): Interest income — — 2 1 — 3 Interest expense (27 ) (380 ) (2 ) (5 ) — (414 ) Interest income (expense) affiliates, net 1,027 1,585 (2,407 ) (205 ) — — Equity in net earnings (losses) of subsidiaries (581 ) (1,568 ) 569 — 1,580 — Other, net — (39 ) 2 (17 ) — (54 ) Total Other Income (Expense) 419 (402 ) (1,836 ) (226 ) 1,580 (465 ) Income (Loss) before Income Taxes 416 (406 ) (1,920 ) 955 1,580 625 Income Tax Expense 11 (175 ) (2 ) (32 ) — (198 ) Net Income (Loss) 427 (581 ) (1,922 ) 923 1,580 427 Other Comprehensive Income (Loss), Net of Income Taxes 8 — — 8 (8 ) 8 Comprehensive Income (Loss) $ 435 $ (581 ) $ (1,922 ) $ 931 $ 1,572 $ 435 Condensed Consolidating Balance Sheets September 30, 2017 Level 3 Parent, LLC Level 3 Financing, Inc. Level 3 Communications, LLC Other Non-Guarantor Subsidiaries Eliminations Total (dollars in millions) Assets Current Assets: Cash and cash equivalents $ 14 $ — $ 2,141 $ 97 $ — $ 2,252 Restricted cash and securities — — 1 4 — 5 Receivables, less allowances for doubtful accounts — — 25 725 — 750 Due from affiliates 18,214 22,749 — 3,253 (44,216 ) — Other — — 110 26 — 136 Total Current Assets 18,228 22,749 2,277 4,105 (44,216 ) 3,143 Property, Plant, and Equipment, net — — 4,204 6,281 — 10,485 Restricted Cash and Securities 19 — 10 — — 29 Goodwill and Other Intangibles, net — — 352 8,150 — 8,502 Investment in Subsidiaries 16,947 17,141 3,626 — (37,714 ) — Deferred Tax Assets 58 2,577 — 527 — 3,162 Other Assets, net — — 18 34 — 52 Total Assets $ 35,252 $ 42,467 $ 10,487 $ 19,097 $ (81,930 ) $ 25,373 Liabilities and Stockholders' Equity (Deficit) Current Liabilities: Accounts payable $ — $ 1 $ 331 $ 372 $ — $ 704 Current portion of long-term debt — — 2 5 — 7 Accrued payroll and employee benefits — — 216 31 — 247 Accrued interest 3 86 — 6 — 95 Current portion of deferred revenue — — 128 148 — 276 Due to affiliates — — 44,216 — (44,216 ) — Other — (1 ) 92 48 — 139 Total Current Liabilities 3 86 44,985 610 (44,216 ) 1,468 Long-Term Debt, less current portion 593 9,820 13 160 — 10,586 Deferred Revenue, less current portion — — 843 289 — 1,132 Other Liabilities 16 — 185 436 — 637 Commitments and Contingencies — Stockholders' Equity (Deficit) 34,640 32,561 (35,539 ) 17,602 (37,714 ) 11,550 Total Liabilities and Stockholders' Equity (Deficit) $ 35,252 $ 42,467 $ 10,487 $ 19,097 $ (81,930 ) $ 25,373 Condensed Consolidating Balance Sheets December 31, 2016 Level 3 Parent, LLC Level 3 Financing, Inc. Level 3 Communications, LLC Other Non-Guarantor Subsidiaries Eliminations Total (dollars in millions) Assets Current Assets: Cash and cash equivalents $ 15 $ — $ 1,700 $ 104 $ — $ 1,819 Restricted cash and securities — — 1 6 — 7 Receivables, less allowances for doubtful accounts — — 26 686 — 712 Due from affiliates 17,032 21,715 — 2,180 (40,927 ) — Other — — 87 28 — 115 Total Current Assets 17,047 21,715 1,814 3,004 (40,927 ) 2,653 Property, Plant, and Equipment, net — — 3,869 6,270 — 10,139 Restricted Cash and Securities 22 — 9 — — 31 Goodwill and Other Intangibles, net — — 353 8,291 — 8,644 Investment in Subsidiaries 16,869 17,599 3,674 — (38,142 ) — Deferred Tax Assets 51 2,687 — 632 — 3,370 Other Assets, net — — 16 35 — 51 Total Assets $ 33,989 $ 42,001 $ 9,735 $ 18,232 $ (79,069 ) $ 24,888 Liabilities and Stockholders' Equity (Deficit) Current Liabilities: Accounts payable $ — $ — $ 307 $ 399 $ — $ 706 Current portion of long-term debt — — 2 5 — 7 Accrued payroll and employee benefits — — 160 35 — 195 Accrued interest 11 110 — 8 — 129 Current portion of deferred revenue — — 116 150 — 266 Due to affiliates — — 40,927 — (40,927 ) — Other — — 127 41 — 168 Total Current Liabilities 11 110 41,639 638 (40,927 ) 1,471 Long-Term Debt, less current portion 592 10,108 13 164 — 10,877 Deferred Revenue, less current portion — — 719 282 — 1,001 Other Liabilities 16 — 155 451 — 622 Commitments and Contingencies Stockholders' Equity (Deficit) 33,370 31,783 (32,791 ) 16,697 (38,142 ) 10,917 Total Liabilities and Stockholders' Equity (Deficit) $ 33,989 $ 42,001 $ 9,735 $ 18,232 $ (79,069 ) $ 24,888 Condensed Consolidating Statements of Cash Flows Nine Months Ended September 30, 2017 Level 3 Parent, LLC Level 3 Financing, Inc. Level 3 Communications, LLC Other Non-Guarantor Subsidiaries Eliminations Total (dollars in millions) Net Cash Provided by (Used in) Operating Activities $ (32 ) $ (378 ) $ 698 $ 1,503 $ — $ 1,791 Cash Flows from Investing Activities: Capital expenditures — — (614 ) (404 ) — (1,018 ) Decrease (increase) in restricted cash and securities, net 3 — (1 ) 2 — 4 Purchases of marketable securities — — (1,127 ) — — (1,127 ) Maturity of marketable securities — — 1,127 — — 1,127 Proceeds from the sale of property, plant and equipment and other assets — — 1 — — 1 Net Cash Provided by (Used in) Investing Activities 3 — (614 ) (402 ) — (1,013 ) Cash Flows from Financing Activities: Long-term debt borrowings, net of issuance costs — 4,569 — — — 4,569 Payments on and repurchases of long-term debt and capital leases — (4,911 ) 1 (7 ) — (4,917 ) Increase (decrease) due from/to affiliates, net 28 720 356 (1,104 ) — — Net Cash Provided by (Used in) Financing Activities 28 378 357 (1,111 ) — (348 ) Effect of Exchange Rates on Cash and Cash Equivalents — — — 3 — 3 Net Change in Cash and Cash Equivalents (1 ) — 441 (7 ) — 433 Cash and Cash Equivalents at Beginning of Period 15 — 1,700 104 — 1,819 Cash and Cash Equivalents at End of Period $ 14 $ — $ 2,141 $ 97 $ — $ 2,252 Condensed Consolidating Statements of Cash Flows Nine Months Ended September 30, 2016 Level 3 Parent, LLC Level 3 Financing, Inc. Level 3 Communications, LLC Other Non-Guarantor Subsidiaries Eliminations Total (dollars in millions) Net Cash Provided by (Used in) Operating Activities $ (35 ) $ (332 ) $ 489 $ 1,664 $ — $ 1,786 Cash Flows from Investing Activities: Capital expenditures — — (537 ) (491 ) — (1,028 ) Decrease in restricted cash and securities, net 5 — 6 — — 11 Proceeds from the sale of property, plant and equipment and other assets — — — 1 — 1 Net Cash Used in Investing Activities 5 — (531 ) (490 ) — (1,016 ) Cash Flows from Financing Activities: Long-term debt borrowings, net of issuance costs — 764 — — — 764 Payments on and repurchases of long-term debt and capital leases — (806 ) (1 ) (11 ) — (818 ) Increase (decrease) due from/to affiliates, net 34 368 798 (1,200 ) — — Net Cash Provided by (Used in) Financing Activities 34 326 797 (1,211 ) — (54 ) Effect of Exchange Rates on Cash and Cash Equivalents — — — (1 ) — (1 ) Net Change in Cash and Cash Equivalents 4 (6 ) 755 (38 ) — 715 Cash and Cash Equivalents at Beginning of Period 12 6 727 109 — 854 Cash and Cash Equivalents at End of Period $ 16 $ — $ 1,482 $ 71 $ — $ 1,569

Organization and Summary of S19

Organization and Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2017
Accounting Policies [Abstract]
Description of Business	Description of Business We are a facilities-based provider (that is, a provider that owns or leases a substantial portion of the property, plant and equipment necessary to provide our services) of a broad range of integrated communications services. We created our communications network by constructing our own assets and through a combination of purchasing other companies and purchasing or leasing facilities from others. Our network is an international, facilities-based communications network. We designed our network to provide communications services that employ and take advantage of rapidly improving underlying optical, Internet Protocol, computing and storage technologies. On October 31, 2016, we entered into an agreement and plan of merger (the "Merger Agreement") with CenturyLink, Inc., a Louisiana corporation ("CenturyLink"), Wildcat Merger Sub 1 LLC, a Delaware limited liability company and an indirect wholly owned subsidiary of CenturyLink ("Merger Sub 1"), and WWG Merger Sub LLC, a Delaware limited liability company and an indirect wholly owned subsidiary of CenturyLink ("Merger Sub 2"), pursuant to which, effective November 1, 2017, we were acquired by CenturyLink in a cash and stock transaction, including the assumption of our debt (the "CenturyLink Merger"). See Note 2 - Events Associated with the CenturyLink Merger .
Principles of Consolidation and Basis of Presentation	Principles of Consolidation and Basis of Presentation The consolidated financial statements include our and our subsidiaries' accounts in which we have a controlling interest. All significant intercompany accounts and transactions have been eliminated. The accompanying Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP"). As part of our consolidation policy, we consider our controlled subsidiaries, investments in businesses in which we are not the primary beneficiary or do not have effective control but have the ability to significantly influence operating and financial policies, and variable interests resulting from economic arrangements that give us rights to economic risks or rewards of a legal entity. We do not have variable interests in a variable interest entity where we are required to consolidate the entity as the primary beneficiary. Due to exchange restrictions and other conditions, effective at the end of the third quarter of 2015 we deconsolidated our Venezuelan subsidiary and began accounting for our investment in our Venezuelan subsidiary using the cost method of accounting. The factors that led to our conclusions at the end of the third quarter of 2015 continued to exist through the end of the third quarter of 2017 . The accompanying Consolidated Balance Sheet as of December 31, 2016 , which was derived from audited Consolidated Financial Statements, and the unaudited interim Consolidated Financial Statements as of September 30, 2017 and for the three and nine months ended September 30, 2017 and 2016 have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for quarterly reports on Form 10-Q and do not include all of the information and note disclosures required by GAAP for complete financial statements. These financial statements should be read in conjunction with our audited Consolidated Financial Statements and notes thereto included in our Form 10-K for the year ended December 31, 2016 . In the opinion of our management, these financial statements contain all adjustments necessary for a fair presentation of financial position, results of operations and cash flows at the dates and for the interim periods presented herein. The results of operations for an interim period are not necessarily indicative of the results of operations expected for a full fiscal year. The preparation of the Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities and the reported amounts of revenue and expenses during the reported period. Actual results could differ from these estimates under different assumptions or conditions and such differences could be material.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-02, Leases ("ASC 842"), which requires entities that lease assets to recognize on the balance sheet the assets and liabilities for the rights and obligations created by those leases. This ASU will replace most existing leasing guidance in U.S. GAAP when it becomes effective. The new standard is effective for fiscal years beginning after December 15, 2018, and interim periods within those years. Early application is permitted. The standard requires the use of a modified retrospective transition method. We are evaluating the effect that ASU 2016-02 will have on our Consolidated Financial Statements and related disclosures, and expect the new guidance to significantly increase the reported assets and liabilities on our Consolidated Balance Sheets. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers , which amended the existing accounting standards for revenue recognition and requires an entity to recognize the amount of revenue it expects to be entitled to for the transfer of promised goods or services to customers. The ASU and subsequent amendments have been codified as ASC 606, Revenue from Contracts with Customers (“ASC 606”). In July 2015, the FASB deferred the effective date to annual reporting periods beginning after December 15, 2017, and interim reporting periods within those periods. Early adoption is permitted using the original effective date of annual reporting periods beginning after December 15, 2016, and interim reporting periods within those periods. The new guidance may be applied retrospectively to each prior period presented or prospectively with the cumulative effect recognized as of the date of initial adoption. We will not adopt ASC 606 early. We have performed a comprehensive analysis of our revenue streams and contractual arrangements to identify and quantify the effects of ASC 606 on our consolidated financial statements and are developing new accounting and reporting policies, business and internal control processes and procedures to facilitate adoption of the standard. Because we currently have service contracts that contain a significant financing component that are not currently separately accounted for, we will be required to estimate and record incremental revenue and interest cost associated with these contractual terms. In addition, we will be required to capitalize, and subsequently amortize, commission costs associated with obtaining or fulfilling our customer contracts, which we do not currently defer and amortize. We will also have to comply with new revenue disclosure requirements. We are continuing to review and evaluate underlying contract information that will be used to support new accounting and disclosure requirements under ASC 606 and evaluate other matters that may result from adoption of the standard. We have not yet selected a transition method, as our method of transition may be affected by the CenturyLink Merger, which was completed effective November 1, 2017 (see Note 2 - Events Associated with the CenturyLink Merger ), and subsequent integration activities completed prior to the January 1, 2018 ASC 606 adoption date.

Other Intangible Assets (Tables

Other Intangible Assets (Tables)	9 Months Ended
	Sep. 30, 2017
Other Intangible Assets [Abstract]
Schedule of acquisition-related intangible assets	Other intangible assets as of September 30, 2017 and December 31, 2016 were as follows: (dollars in millions) Gross Carrying Amount Accumulated Amortization Net September 30, 2017 Finite-Lived Intangible Assets: Customer Contracts and Relationships $ 1,973 $ (1,250 ) $ 723 Trademarks 55 (55 ) — Patents and Developed Technology 228 (205 ) 23 2,256 (1,510 ) 746 Indefinite-Lived Intangible Assets: Trade Name 15 — 15 $ 2,271 $ (1,510 ) $ 761 December 31, 2016 Finite-Lived Intangible Assets: Customer Contracts and Relationships $ 1,973 $ (1,113 ) $ 860 Trademarks 55 (55 ) — Patents and Developed Technology 229 (189 ) 40 2,257 (1,357 ) 900 Indefinite-Lived Intangible Assets: Trade Name 15 — 15 $ 2,272 $ (1,357 ) $ 915
Schedule of estimated amortization expense of finite-lived acquisition-related intangible assets	As of September 30, 2017 , estimated amortization expense for our finite-lived intangible assets over the next five years is as follows (dollars in millions): 2017 (remaining three months) $ 47 2018 190 2019 179 2020 166 2021 143 2022 21 Thereafter — $ 746

Fair Value of Financial Instr21

Fair Value of Financial Instruments (Tables)	9 Months Ended
	Sep. 30, 2017
Fair Value Disclosures [Abstract]
Schedule of fair value of liabilities measured on a recurring basis	The table below presents the fair values for our long-term debt as well as the input levels used to determine these fair values as of September 30, 2017 and December 31, 2016 : Fair Value Measurement Using Total Carrying Value in Consolidated Balance Sheets Unadjusted Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) Significant Other Observable Inputs (Level 2) (dollars in millions) September 30, December 31, September 30, December 31, September 30, December 31, Liabilities Not Recorded at Fair Value in the Financial Statements: Long-term Debt, including the current portion: Term Loans $ 4,569 $ 4,566 $ 4,611 $ 4,671 $ — $ — Senior Notes 5,845 6,135 6,065 6,283 — — Capital Leases and Other 179 183 — — 179 183 Total Long-term Debt, including the current portion $ 10,593 $ 10,884 $ 10,676 $ 10,954 $ 179 $ 183

Long-Term Debt (Tables)

Long-Term Debt (Tables)	9 Months Ended
	Sep. 30, 2017
Debt Disclosure [Abstract]
Schedule of long-term debt	The following table summarizes our long-term debt (amounts in millions): Date of September 30, 2017 December 31, 2016 Issuance/ Amendment Maturity Interest Payments Interest Rate Amount Amount Senior Secured Term Loans: Borrowed by Level 3 Financing, Inc. Tranche B-III 2019 Term Loan (1)(4) Aug 2013 — Quarterly LIBOR +3.00% $ — $ 815 Tranche B 2020 Term Loan (1)(4) Oct 2013 — Quarterly LIBOR +3.00% — 1,796 Tranche B-II 2022 Term Loan (1)(4) May 2015 — Quarterly LIBOR +2.75% — 2,000 Tranche B 2024 Term Loan (4)(5) Feb 2017 Feb 2024 Quarterly LIBOR +2.25% 4,611 — Senior Notes: Issued by Level 3 Financing, Inc. Floating Rate Senior Notes due 2018 (2)(4) Nov 2013 Jan 2018 May/Nov 6-Month LIBOR +3.50% — 300 6.125% Senior Notes due 2021 (2) Nov 2013 Jan 2021 Apr/Oct 6.125% 640 640 5.375% Senior Notes due 2022 (2) Aug 2014 Aug 2022 May/Nov 5.375% 1,000 1,000 5.625% Senior Notes due 2023 (2) Jan 2015 Feb 2023 Jun/Dec 5.625% 500 500 5.125% Senior Notes due 2023 (2) Apr 2015 May 2023 Mar/Sept 5.125% 700 700 5.375% Senior Notes due 2025 (2) Apr 2015 May 2025 Mar/Sept 5.375% 800 800 5.375% Senior Notes due 2024 (2) Nov 2015 Jan 2024 Jan/Jul 5.375% 900 900 5.25% Senior Notes due 2026 (2) Mar 2016 Mar 2026 Apr/Oct 5.250% 775 775 Issued by Level 3 Parent, LLC 5.75% Senior Notes due 2022 (3) Dec 2014 Dec 2022 Mar/Sept 5.750% 600 600 Capital Leases and Other Debt 179 183 Total Debt Obligations 10,705 11,009 Unamortized discounts — (13 ) Unamortized debt issuance costs (112 ) (112 ) Current Portion (7 ) (7 ) Total Long-Term Debt $ 10,586 $ 10,877 (1) The term loans were secured obligations and guaranteed by Level 3 Communications, Inc. and Level 3 Communications, LLC and certain other subsidiaries. (2) The notes are fully and unconditionally guaranteed on an unsubordinated unsecured basis by Level 3 Parent, LLC and Level 3 Communications, LLC. (3) The notes are not guaranteed by any of Level 3 Parent, LLC's subsidiaries. (4) The Tranche B 2024 Term Loan had an interest rate of 3.486% as of September 30, 2017 . All other term loans were refinanced on February 22, 2017 as described below. The Tranche B-III 2019 Term Loan and the Tranche B 2020 Term Loan each had an interest rate of 4.000% as of December 31, 2016 . The Tranche B-II 2022 Term Loan had an interest rate of 3.500% as of December 31, 2016 . The interest rate on the Tranche B-III 2019 Term Loan and the Tranche B 2020 Term Loan were set with a minimum LIBOR of 1.00% . The interest rate on the Tranche B-II 2022 Term Loan was set with a minimum LIBOR of 0.75% and the interest rate on the Tranche B 2024 Term Loan is set with a minimum LIBOR of zero percent. The Floating Rate Senior Notes due 2018 had an interest rate of 4.762% as of December 31, 2016 . (5) The Tranche B 2024 Term Loan is a secured obligation and is guaranteed by Level 3 Parent, LLC and certain of its non-regulated subsidiaries.
Schedule of aggregate future contractual maturities of long-term debt and capital leases (excluding discounts)	Long-Term Debt Maturities Aggregate future contractual maturities of long-term debt and capital leases (excluding debt issuance costs) were as follows as of September 30, 2017 (dollars in millions): 2017 (remaining three months) $ 2 2018 7 2019 7 2020 8 2021 650 2022 1,610 Thereafter 8,421 $ 10,705

Accumulated Other Comprehensi23

Accumulated Other Comprehensive Loss (Tables)	9 Months Ended
	Sep. 30, 2017
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block]	The accumulated balances for each classification of other comprehensive income (loss) were as follows: (dollars in millions) Net Foreign Currency Translation Adjustment Defined Benefit Pension Plans Total Balance at December 31, 2015 $ (273 ) $ (28 ) $ (301 ) Other comprehensive income (loss) before reclassifications, net of tax 9 (2 ) 7 Amounts reclassified from accumulated other comprehensive loss — 1 1 Balance at September 30, 2016 $ (264 ) $ (29 ) $ (293 ) Balance at December 31, 2016 $ (353 ) $ (34 ) $ (387 ) Other comprehensive income before reclassifications, net of tax 106 1 107 Amounts reclassified from accumulated other comprehensive loss — (1 ) (1 ) Balance at September 30, 2017 $ (247 ) $ (34 ) $ (281 )

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	9 Months Ended
	Sep. 30, 2017
Compensation and Retirement and Compensation Related Costs, Share-based Payments Disclosure [Abstract]
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs	The following table summarizes non-cash compensation expense for each of the three and nine months ended September 30, 2017 and 2016 : (dollars in millions) Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Outperform Stock Appreciation Rights $ — $ — $ — $ 2 Restricted Stock Units 21 26 77 60 Performance Restricted Stock Units 5 9 17 33 401(k) Match Expense 7 8 26 27 33 43 120 122 Capitalized Non-Cash Compensation — — — (1 ) Total $ 33 $ 43 $ 120 $ 121

Segment Information (Tables)

Segment Information (Tables)	9 Months Ended
	Sep. 30, 2017
Segment Reporting [Abstract]
Reconciliation of Revenue from Segments to Consolidated	The following table presents revenue by segment: Three Months Ended Nine Months Ended (dollars in millions) September 30, 2017 September 30, 2016 (1) September 30, 2017 September 30, 2016 (1) Core Network Services Revenue: North America $ 1,597 $ 1,573 $ 4,798 $ 4,779 EMEA 184 180 535 561 Latin America 182 176 541 491 Total Core Network Services Revenue 1,963 1,929 5,874 5,831 Wholesale Voice Services Revenue: North America 90 98 279 292 EMEA 3 4 8 11 Latin America 3 2 7 6 Total Wholesale Voice Services Revenue 96 104 294 309 Total Revenue $ 2,059 $ 2,033 $ 6,168 $ 6,140 (1) The 2016 results have been adjusted to reflect changes made to customer assignments between the wholesale and enterprise channels as of the beginning of 2017.
Reconciliation of Operating Profit (Loss) from Segments to Consolidated	The following table presents Adjusted EBITDA by segment and reconciles Adjusted EBITDA to net income: Three Months Ended Nine Months Ended (dollars in millions) September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 Adjusted EBITDA: North America $ 817 $ 784 $ 2,441 $ 2,415 EMEA 64 56 189 162 Latin America 78 80 235 218 Unallocated Corporate Expenses (238 ) (204 ) (717 ) (654 ) Adjusted EBITDA 721 716 2,148 2,141 Income Tax Expense (76 ) (74 ) (215 ) (198 ) Total Other Expense (122 ) (137 ) (424 ) (465 ) Depreciation and Amortization (333 ) (319 ) (983 ) (930 ) Non-Cash Stock Compensation (33 ) (43 ) (120 ) (121 ) Net Income $ 157 $ 143 $ 406 $ 427
Schedule of Segment Reporting Information, by Segment	The following table presents capital expenditures by segment and reconciles capital expenditures by segment to total capital expenditures: Three Months Ended Nine Months Ended (dollars in millions) September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 Capital Expenditures: North America $ 216 $ 245 $ 690 $ 677 EMEA 25 38 83 117 Latin America 48 44 126 118 Unallocated Corporate Capital Expenditures 33 37 119 116 Total Capital Expenditures $ 322 $ 364 $ 1,018 $ 1,028
Reconciliation of Assets from Segment to Consolidated	The following table presents total assets by segment: (dollars in millions) September 30, 2017 December 31, 2016 Assets: North America $ 21,094 $ 20,818 EMEA 1,766 1,639 Latin America 2,387 2,304 Other 126 127 Total Assets $ 25,373 $ 24,888
Reconciliation of Goodwill from Segment to Consolidated	The changes in the carrying amount of goodwill by segment during the nine months ended September 30, 2017 were as follows: (dollars in millions) North America EMEA Latin America Total Balance at December 31, 2016 $ 7,024 $ 109 $ 596 $ 7,729 Effect of foreign currency rate change — 12 — 12 Balance at September 30, 2017 $ 7,024 $ 121 $ 596 $ 7,741

Condensed Consolidating Finan26

Condensed Consolidating Financial Information (Tables)	9 Months Ended
	Sep. 30, 2017
Condensed Consolidating Financial Information [Abstract]
Schedule of Condensed Consolidating Statements of Comprehensive Income (Loss)	Condensed Consolidating Statements of Comprehensive Income (Loss) Three Months Ended September 30, 2017 Level 3 Parent, LLC Level 3 Financing, Inc. Level 3 Communications, LLC Other Non-Guarantor Subsidiaries Eliminations Total (dollars in millions) Revenue $ — $ — $ 932 $ 1,168 $ (41 ) $ 2,059 Costs and Expense: Network Access Costs — — 329 390 (41 ) 678 Network Related Expenses — — 254 91 — 345 Depreciation and Amortization — — 114 219 — 333 Selling, General and Administrative Expenses 2 1 272 73 — 348 Total Costs and Expenses 2 1 969 773 (41 ) 1,704 Operating Income (Loss) (2 ) (1 ) (37 ) 395 — 355 Other Income (Expense): Interest income — — 6 — — 6 Interest expense (9 ) (121 ) — (4 ) — (134 ) Interest income (expense) affiliates, net 377 562 (868 ) (71 ) — — Equity in net earnings (losses) of subsidiaries (212 ) (614 ) 215 — 611 — Other, net — — 12 (6 ) — 6 Total Other Income (Expense) 156 (173 ) (635 ) (81 ) 611 (122 ) Income (Loss) before Income Taxes 154 (174 ) (672 ) 314 611 233 Income Tax Benefit (Expense) 3 (38 ) (1 ) (40 ) — (76 ) Net Income (Loss) 157 (212 ) (673 ) 274 611 157 Other Comprehensive Income (Loss), Net of Income Taxes 44 — — 44 (44 ) 44 Comprehensive Income (Loss) $ 201 $ (212 ) $ (673 ) $ 318 $ 567 $ 201 Condensed Consolidating Statements of Comprehensive Income (Loss) Nine Months Ended September 30, 2017 Level 3 Parent, LLC Level 3 Financing, Inc. Level 3 Communications, LLC Other Non-Guarantor Subsidiaries Eliminations Total (dollars in millions) Revenue $ — $ — $ 2,785 $ 3,499 $ (116 ) $ 6,168 Costs and Expense: Network Access Costs — — 991 1,169 (116 ) 2,044 Network Related Expenses — — 743 275 — 1,018 Depreciation and Amortization — — 327 656 — 983 Selling, General and Administrative Expenses 4 3 843 228 — 1,078 Total Costs and Expenses 4 3 2,904 2,328 (116 ) 5,123 Operating Income (Loss) (4 ) (3 ) (119 ) 1,171 — 1,045 Other Income (Expense): Interest income — — 11 — — 11 Interest expense (27 ) (358 ) (2 ) (13 ) — (400 ) Interest income (expense) affiliates, net 1,132 1,703 (2,605 ) (230 ) — — Equity in net earnings (losses) of subsidiaries (703 ) (1,892 ) 618 — 1,977 — Other, net — (44 ) 16 (7 ) — (35 ) Total Other Income (Expense) 402 (591 ) (1,962 ) (250 ) 1,977 (424 ) Income (Loss) before Income Taxes 398 (594 ) (2,081 ) 921 1,977 621 Income Tax Benefit (Expense) 8 (109 ) (2 ) (112 ) — (215 ) Net Income (Loss) 406 (703 ) (2,083 ) 809 1,977 406 Other Comprehensive Income (Loss), Net of Income Taxes 106 — — 106 (106 ) 106 Comprehensive Income (Loss) $ 512 $ (703 ) $ (2,083 ) $ 915 $ 1,871 $ 512 Condensed Consolidating Statements of Comprehensive Income (Loss) Three Months Ended September 30, 2016 Level 3 Parent, LLC Level 3 Financing, Inc. Level 3 Communications, LLC Other Non-Guarantor Subsidiaries Eliminations Total (dollars in millions) Revenue $ — $ — $ 907 $ 1,160 $ (34 ) $ 2,033 Costs and Expense: Network Access Costs — — 330 379 (34 ) 675 Network Related Expenses — — 242 95 — 337 Depreciation and Amortization — — 100 219 — 319 Selling, General and Administrative Expenses 1 1 262 84 — 348 Total Costs and Expenses 1 1 934 777 (34 ) 1,679 Operating (Loss) Income (1 ) (1 ) (27 ) 383 — 354 Other Income (Expense): Interest income — — 1 — — 1 Interest expense (9 ) (124 ) (1 ) (5 ) — (139 ) Interest income (expense) affiliates, net 342 526 (804 ) (64 ) — — Equity in net earnings (losses) of subsidiaries (193 ) (539 ) 169 — 563 — Other, net — — (1 ) 2 — 1 Total Other Income (Expense) 140 (137 ) (636 ) (67 ) 563 (137 ) Income (Loss) before Income Taxes 139 (138 ) (663 ) 316 563 217 Income Tax Expense 4 (55 ) — (23 ) — (74 ) Net Income (Loss) 143 (193 ) (663 ) 293 563 143 Other Comprehensive Income (Loss), Net of Income Taxes (15 ) — — (15 ) 15 (15 ) Comprehensive Income (Loss) $ 128 $ (193 ) $ (663 ) $ 278 $ 578 $ 128 Condensed Consolidating Statements of Comprehensive Income (Loss) Nine Months Ended September 30, 2016 Level 3 Parent, LLC Level 3 Financing, Inc. Level 3 Communications, LLC Other Non-Guarantor Subsidiaries Eliminations Total (dollars in millions) Revenue $ — $ — $ 2,652 $ 3,590 $ (102 ) $ 6,140 Costs and Expense: Network Access Costs — — 965 1,182 (102 ) 2,045 Network Related Expenses — — 716 298 — 1,014 Depreciation and Amortization — — 280 650 — 930 Selling, General and Administrative Expenses 3 4 775 279 — 1,061 Total Costs and Expenses 3 4 2,736 2,409 (102 ) 5,050 Operating (Loss) Income (3 ) (4 ) (84 ) 1,181 — 1,090 Other Income (Expense): Interest income — — 2 1 — 3 Interest expense (27 ) (380 ) (2 ) (5 ) — (414 ) Interest income (expense) affiliates, net 1,027 1,585 (2,407 ) (205 ) — — Equity in net earnings (losses) of subsidiaries (581 ) (1,568 ) 569 — 1,580 — Other, net — (39 ) 2 (17 ) — (54 ) Total Other Income (Expense) 419 (402 ) (1,836 ) (226 ) 1,580 (465 ) Income (Loss) before Income Taxes 416 (406 ) (1,920 ) 955 1,580 625 Income Tax Expense 11 (175 ) (2 ) (32 ) — (198 ) Net Income (Loss) 427 (581 ) (1,922 ) 923 1,580 427 Other Comprehensive Income (Loss), Net of Income Taxes 8 — — 8 (8 ) 8 Comprehensive Income (Loss) $ 435 $ (581 ) $ (1,922 ) $ 931 $ 1,572 $ 435
Schedule of Condensed Consolidating Balance Sheets	Condensed Consolidating Balance Sheets September 30, 2017 Level 3 Parent, LLC Level 3 Financing, Inc. Level 3 Communications, LLC Other Non-Guarantor Subsidiaries Eliminations Total (dollars in millions) Assets Current Assets: Cash and cash equivalents $ 14 $ — $ 2,141 $ 97 $ — $ 2,252 Restricted cash and securities — — 1 4 — 5 Receivables, less allowances for doubtful accounts — — 25 725 — 750 Due from affiliates 18,214 22,749 — 3,253 (44,216 ) — Other — — 110 26 — 136 Total Current Assets 18,228 22,749 2,277 4,105 (44,216 ) 3,143 Property, Plant, and Equipment, net — — 4,204 6,281 — 10,485 Restricted Cash and Securities 19 — 10 — — 29 Goodwill and Other Intangibles, net — — 352 8,150 — 8,502 Investment in Subsidiaries 16,947 17,141 3,626 — (37,714 ) — Deferred Tax Assets 58 2,577 — 527 — 3,162 Other Assets, net — — 18 34 — 52 Total Assets $ 35,252 $ 42,467 $ 10,487 $ 19,097 $ (81,930 ) $ 25,373 Liabilities and Stockholders' Equity (Deficit) Current Liabilities: Accounts payable $ — $ 1 $ 331 $ 372 $ — $ 704 Current portion of long-term debt — — 2 5 — 7 Accrued payroll and employee benefits — — 216 31 — 247 Accrued interest 3 86 — 6 — 95 Current portion of deferred revenue — — 128 148 — 276 Due to affiliates — — 44,216 — (44,216 ) — Other — (1 ) 92 48 — 139 Total Current Liabilities 3 86 44,985 610 (44,216 ) 1,468 Long-Term Debt, less current portion 593 9,820 13 160 — 10,586 Deferred Revenue, less current portion — — 843 289 — 1,132 Other Liabilities 16 — 185 436 — 637 Commitments and Contingencies — Stockholders' Equity (Deficit) 34,640 32,561 (35,539 ) 17,602 (37,714 ) 11,550 Total Liabilities and Stockholders' Equity (Deficit) $ 35,252 $ 42,467 $ 10,487 $ 19,097 $ (81,930 ) $ 25,373 Condensed Consolidating Balance Sheets December 31, 2016 Level 3 Parent, LLC Level 3 Financing, Inc. Level 3 Communications, LLC Other Non-Guarantor Subsidiaries Eliminations Total (dollars in millions) Assets Current Assets: Cash and cash equivalents $ 15 $ — $ 1,700 $ 104 $ — $ 1,819 Restricted cash and securities — — 1 6 — 7 Receivables, less allowances for doubtful accounts — — 26 686 — 712 Due from affiliates 17,032 21,715 — 2,180 (40,927 ) — Other — — 87 28 — 115 Total Current Assets 17,047 21,715 1,814 3,004 (40,927 ) 2,653 Property, Plant, and Equipment, net — — 3,869 6,270 — 10,139 Restricted Cash and Securities 22 — 9 — — 31 Goodwill and Other Intangibles, net — — 353 8,291 — 8,644 Investment in Subsidiaries 16,869 17,599 3,674 — (38,142 ) — Deferred Tax Assets 51 2,687 — 632 — 3,370 Other Assets, net — — 16 35 — 51 Total Assets $ 33,989 $ 42,001 $ 9,735 $ 18,232 $ (79,069 ) $ 24,888 Liabilities and Stockholders' Equity (Deficit) Current Liabilities: Accounts payable $ — $ — $ 307 $ 399 $ — $ 706 Current portion of long-term debt — — 2 5 — 7 Accrued payroll and employee benefits — — 160 35 — 195 Accrued interest 11 110 — 8 — 129 Current portion of deferred revenue — — 116 150 — 266 Due to affiliates — — 40,927 — (40,927 ) — Other — — 127 41 — 168 Total Current Liabilities 11 110 41,639 638 (40,927 ) 1,471 Long-Term Debt, less current portion 592 10,108 13 164 — 10,877 Deferred Revenue, less current portion — — 719 282 — 1,001 Other Liabilities 16 — 155 451 — 622 Commitments and Contingencies Stockholders' Equity (Deficit) 33,370 31,783 (32,791 ) 16,697 (38,142 ) 10,917 Total Liabilities and Stockholders' Equity (Deficit) $ 33,989 $ 42,001 $ 9,735 $ 18,232 $ (79,069 ) $ 24,888
Schedule of Condensed Consolidating Statements of Cash Flows	Condensed Consolidating Statements of Cash Flows Nine Months Ended September 30, 2017 Level 3 Parent, LLC Level 3 Financing, Inc. Level 3 Communications, LLC Other Non-Guarantor Subsidiaries Eliminations Total (dollars in millions) Net Cash Provided by (Used in) Operating Activities $ (32 ) $ (378 ) $ 698 $ 1,503 $ — $ 1,791 Cash Flows from Investing Activities: Capital expenditures — — (614 ) (404 ) — (1,018 ) Decrease (increase) in restricted cash and securities, net 3 — (1 ) 2 — 4 Purchases of marketable securities — — (1,127 ) — — (1,127 ) Maturity of marketable securities — — 1,127 — — 1,127 Proceeds from the sale of property, plant and equipment and other assets — — 1 — — 1 Net Cash Provided by (Used in) Investing Activities 3 — (614 ) (402 ) — (1,013 ) Cash Flows from Financing Activities: Long-term debt borrowings, net of issuance costs — 4,569 — — — 4,569 Payments on and repurchases of long-term debt and capital leases — (4,911 ) 1 (7 ) — (4,917 ) Increase (decrease) due from/to affiliates, net 28 720 356 (1,104 ) — — Net Cash Provided by (Used in) Financing Activities 28 378 357 (1,111 ) — (348 ) Effect of Exchange Rates on Cash and Cash Equivalents — — — 3 — 3 Net Change in Cash and Cash Equivalents (1 ) — 441 (7 ) — 433 Cash and Cash Equivalents at Beginning of Period 15 — 1,700 104 — 1,819 Cash and Cash Equivalents at End of Period $ 14 $ — $ 2,141 $ 97 $ — $ 2,252 Condensed Consolidating Statements of Cash Flows Nine Months Ended September 30, 2016 Level 3 Parent, LLC Level 3 Financing, Inc. Level 3 Communications, LLC Other Non-Guarantor Subsidiaries Eliminations Total (dollars in millions) Net Cash Provided by (Used in) Operating Activities $ (35 ) $ (332 ) $ 489 $ 1,664 $ — $ 1,786 Cash Flows from Investing Activities: Capital expenditures — — (537 ) (491 ) — (1,028 ) Decrease in restricted cash and securities, net 5 — 6 — — 11 Proceeds from the sale of property, plant and equipment and other assets — — — 1 — 1 Net Cash Used in Investing Activities 5 — (531 ) (490 ) — (1,016 ) Cash Flows from Financing Activities: Long-term debt borrowings, net of issuance costs — 764 — — — 764 Payments on and repurchases of long-term debt and capital leases — (806 ) (1 ) (11 ) — (818 ) Increase (decrease) due from/to affiliates, net 34 368 798 (1,200 ) — — Net Cash Provided by (Used in) Financing Activities 34 326 797 (1,211 ) — (54 ) Effect of Exchange Rates on Cash and Cash Equivalents — — — (1 ) — (1 ) Net Change in Cash and Cash Equivalents 4 (6 ) 755 (38 ) — 715 Cash and Cash Equivalents at Beginning of Period 12 6 727 109 — 854 Cash and Cash Equivalents at End of Period $ 16 $ — $ 1,482 $ 71 $ — $ 1,569

Events Associated with the Ce27

Events Associated with the CenturyLink Merger (Details) $ / shares in Units, shares in Millions, $ in Millions	Nov. 01, 2017USD ($)citydark_fiber$ / sharesshares	Sep. 30, 2017USD ($)$ / shares	Sep. 30, 2017USD ($)$ / shares	Dec. 31, 2016$ / shares
Business Acquisition [Line Items]
Common stock, par value (in dollars per share) | $ / shares		$ 0.01	$ 0.01	$ 0.01
Level 3 Communications Inc. | Subsequent Event | Level 3 Parent, LLC.
Business Acquisition [Line Items]
Common stock, par value (in dollars per share) | $ / shares	$ 0.01
Cash consideration per share (in dollars per share) | $ / shares	$ 26.50
CenturyLink | Level 3 Parent, LLC.
Business Acquisition [Line Items]
Acquisition related costs | $		$ 31	$ 74
CenturyLink | Subsequent Event
Business Acquisition [Line Items]
Payments to acquire businesses, gross | $	$ 9,600
CenturyLink | Subsequent Event | Level 3 Parent, LLC.
Business Acquisition [Line Items]
Common stock, par value (in dollars per share) | $ / shares	$ 1
Stock conversion ratio	1.4286
Stock issued during period, shares, acquisitions | shares	517.3
Stock issued during period, value, acquisitions | $	$ 9,800
Number of strands of dark fiber divested | dark_fiber	24
Number of cities connected by dark fiber | city	30
CenturyLink | Unsecured Debt | Subsequent Event | Level 3 Parent, LLC.
Business Acquisition [Line Items]
Long-term debt | $	$ 1,825
Stated interest rate (as a percent)	3.50%

Earnings Per Share (Details)

Earnings Per Share (Details) - shares shares in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Stock awards included in computation of earnings per share, amount			2
Performance Shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount	1		1
Performance Restricted Stock Units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Stock awards included in computation of earnings per share, amount		2		3

Other Intangible Assets (Detail

Other Intangible Assets (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Finite-Lived Intangible Assets:
Finite-Lived Intangible Assets, Gross Carrying Amount	$ 2,256		$ 2,256		$ 2,257
Finite-Lived Intangible Assets, Accumulated Amortization	(1,510)		(1,510)		(1,357)
Finite-Lived Intangible Assets, Net	746		746		900
Acquired finite-lived intangible asset amortization expense	49	$ 53	$ 153	$ 159
Acquired finite-lived intangible assets weighted average remaining useful lives (in years)			4 years 1 month 6 days
Indefinite-Lived Intangible Assets:
Total identifiable acquisition-related intangible assets, Gross Carrying Amount	2,271		$ 2,271		2,272
Total identifiable acquisition-related intangible assets, Net	761		761		915
Estimated amortization expense of finite-lived acquisition-related intangible assets
2017 (remaining three months)	47		47
2,018	190		190
2,019	179		179
2,020	166		166
2,021	143		143
2,022	21		21
Thereafter	0		0
Finite-Lived Intangible Assets, Net	746		746		900
Vyvx Trade Name
Indefinite-Lived Intangible Assets:
Indefinite-Lived Intangible Assets	15		15		15
Customer Contracts And Relationships
Finite-Lived Intangible Assets:
Finite-Lived Intangible Assets, Gross Carrying Amount	1,973		1,973		1,973
Finite-Lived Intangible Assets, Accumulated Amortization	(1,250)		(1,250)		(1,113)
Finite-Lived Intangible Assets, Net	723		$ 723		860
Acquired finite-lived intangible assets weighted average remaining useful lives (in years)			4 years 2 months 12 days
Estimated amortization expense of finite-lived acquisition-related intangible assets
Finite-Lived Intangible Assets, Net	723		$ 723		860
Trademarks
Finite-Lived Intangible Assets:
Finite-Lived Intangible Assets, Gross Carrying Amount	55		55		55
Finite-Lived Intangible Assets, Accumulated Amortization	(55)		(55)		(55)
Finite-Lived Intangible Assets, Net	0		0		0
Estimated amortization expense of finite-lived acquisition-related intangible assets
Finite-Lived Intangible Assets, Net	0		0		0
Patents and Developed Technology
Finite-Lived Intangible Assets:
Finite-Lived Intangible Assets, Gross Carrying Amount	228		228		229
Finite-Lived Intangible Assets, Accumulated Amortization	(205)		(205)		(189)
Finite-Lived Intangible Assets, Net	23		$ 23		40
Acquired finite-lived intangible assets weighted average remaining useful lives (in years)			2 years 1 month 6 days
Estimated amortization expense of finite-lived acquisition-related intangible assets
Finite-Lived Intangible Assets, Net	$ 23		$ 23		$ 40

Fair Value of Financial Instr30

Fair Value of Financial Instruments - Liabilities, Recurring (Details) - USD ($) $ in Millions	Sep. 29, 2017	Sep. 30, 2017	Dec. 31, 2016
Fair Value, Measurements, Recurring | Total Carrying Value in Consolidated Balance Sheet
Long-term Debt, including the current portion:
Term Loans		$ 4,569	$ 4,566
Senior Notes		5,845	6,135
Capital Leases and Other		179	183
Total Long-term Debt, including the current portion:		10,593	10,884
Fair Value, Measurements, Recurring | Unadjusted Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1)
Long-term Debt, including the current portion:
Term Loans		4,611	4,671
Senior Notes		6,065	6,283
Capital Leases and Other		0	0
Total Long-term Debt, including the current portion:		10,676	10,954
Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2)
Long-term Debt, including the current portion:
Term Loans		0	0
Senior Notes		0	0
Capital Leases and Other		179	183
Total Long-term Debt, including the current portion:		$ 179	$ 183
Floating Rate Senior Notes due 2018
Long-term Debt, including the current portion:
Repayments of senior debt	$ 300

Long-Term Debt - Schedule of Lo

Long-Term Debt - Schedule of Long Term Debt (Details) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2017	Feb. 22, 2017	Dec. 31, 2016	Sep. 30, 2016	Apr. 21, 2016	Mar. 22, 2016
Long-term debt
Total Debt Obligations	$ 10,705		$ 11,009
Total Unamortized Discount	0		13
Unamortized Debt Issuance Expense	(112)		(112)
Current portion of long-term debt	(7)		(7)
Long-Term Debt, less current portion	10,586		10,877
Tranche B-III 2019 Term Loan
Long-term debt
Total Debt Obligations	0		815
TrancheB2020TermLoanTotal [Member]
Long-term debt
Total Debt Obligations	$ 0		1,796
Floating Rate Senior Notes due 2018
Long-term debt
Debt Instrument, Interest Rate Terms	6-Month LIBOR +3.50%
Total Debt Obligations	$ 0		$ 300
2.0 Billion Tranche B-II 2022 Term Loan [Member]
Long-term debt
Debt Instrument, Interest Rate Terms	LIBOR +2.75%
Stated interest rate (as a percent)			3.50%
Total Debt Obligations	$ 0		$ 2,000
Tranche B Two Thousand Twenty Four Term Loan [Member]
Long-term debt
Debt Instrument, Interest Rate Terms	LIBOR +2.25%
Stated interest rate (as a percent)	3.486%
Total Debt Obligations	$ 4,611	$ 4,611
SeniorNotes6Point125PercentDue2021 [Member]
Long-term debt
Total Debt Obligations	640		640
5point375SeniorNotesdue2022 [Member]
Long-term debt
Total Debt Obligations	1,000		1,000
Senior Notes 5point75Percent Due 2022 [Member]
Long-term debt
Total Debt Obligations	600		600
Senior Notes 5point 625Percent Due 2023 [Member]
Long-term debt
Total Debt Obligations	500		500
Senior Notes 5.375 Percent Due 2024 [Member]
Long-term debt
Total Debt Obligations	900		900
Senior Notes 5point 125Percent Due 2023 [Member]
Long-term debt
Total Debt Obligations	700		700
Senior Notes 5point 375Percent Due 2025 [Member]
Long-term debt
Total Debt Obligations	800		800
Capital Leases
Long-term debt
Total Debt Obligations	179		183
Level 3 Communications, LLC
Long-term debt
Current portion of long-term debt	(2)		(2)
Long-Term Debt, less current portion	$ 13		$ 13
Level 3 Communications, LLC | Tranche B-III 2019 Term Loan
Long-term debt
Debt Instrument, Interest Rate Terms	LIBOR +3.00%
Level 3 Communications, LLC | TrancheB2020TermLoanTotal [Member]
Long-term debt
Debt Instrument, Interest Rate Terms	LIBOR +3.00%
Level 3 Financing [Member] | Floating Rate Senior Notes due 2018
Long-term debt
Stated interest rate (as a percent)			4.762%
Level 3 Financing [Member] | 7.0% Senior Notes due 2020
Long-term debt
Stated interest rate (as a percent)	7.00%				7.00%
Level 3 Financing [Member] | SeniorNotes6Point125PercentDue2021 [Member]
Long-term debt
Stated interest rate (as a percent)	6.125%
Level 3 Financing [Member] | 5.37percent Senior Notes Due 2022 [Member]
Long-term debt
Stated interest rate (as a percent)	5.375%
Level 3 Financing [Member] | Senior Notes 5point 625Percent Due 2023 [Member]
Long-term debt
Stated interest rate (as a percent)	5.625%
Level 3 Financing [Member] | Senior Notes 5point 125Percent Due 2023 [Member]
Long-term debt
Stated interest rate (as a percent)	5.125%
Level 3 Financing [Member] | Senior Notes 5point 375Percent Due 2024 [Member]
Long-term debt
Stated interest rate (as a percent)	5.375%
Level 3 Financing [Member] | Senior Notes 5point 375Percent Due 2025 [Member]
Long-term debt
Stated interest rate (as a percent)	5.375%
Level 3 Financing [Member] | Senior Notes 5point 250Percent Due 2026 [Member]
Long-term debt
Stated interest rate (as a percent)	5.25%			5.25%	5.25%
Total Debt Obligations	$ 775		$ 775			$ 775
Parent Company [Member]
Long-term debt
Current portion of long-term debt	0		0
Long-Term Debt, less current portion	$ 593		$ 592
Parent Company [Member] | Senior Notes 5point75Percent Due 2022 [Member]
Long-term debt
Stated interest rate (as a percent)	5.75%

Long-Term Debt - Textuals (Deta

Long-Term Debt - Textuals (Details)	Sep. 29, 2017USD ($)	Feb. 22, 2017USD ($)	Apr. 21, 2016	Sep. 30, 2016USD ($)	Sep. 30, 2017USD ($)days	Dec. 31, 2016USD ($)	Mar. 22, 2016USD ($)
Long-term debt
Debt Instrument, Collateral Fee		$ 0.0025
Debt Instrument, Redemption Period Notice Minimum Number of Days | days					30
Debt Instrument Redemption Period Notice Maximum Number of Days | days					60
Debt Instrument, Redemption Price, Percentage					101.00%
Total Debt Obligations					$ 10,705,000,000	$ 11,009,000,000
2017 (remaining three months)					2,000,000
2,017					7,000,000
2,018					7,000,000
2,019					8,000,000
2,020					650,000,000
2,021					1,610,000,000
Thereafter					$ 8,421,000,000
Tranche B Two Thousand Twenty Four Term Loan [Member]
Long-term debt
Stated interest rate (as a percent)					3.486%
Total Debt Obligations		$ 4,611,000,000			$ 4,611,000,000
Tranche B Two Thousand Twenty Four Term Loan [Member] | Level 3 Financing [Member] | London Interbank Offered Rate (LIBOR) [Member]
Long-term debt
Upfront basis point		0.0025
Tranche B Two Thousand Twenty Four Term Loan [Member] | Level 3 Financing [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum
Long-term debt
Debt Instrument, Basis Spread on Variable Rate					0.00%
Tranche B III 2019 and Tranche B 2020 Term Loans [Member]
Long-term debt
Stated interest rate (as a percent)						4.00%
Senior Notes 5point 125Percent Due 2023 [Member]
Long-term debt
Total Debt Obligations					$ 700,000,000	$ 700,000,000
Senior Notes 5point 125Percent Due 2023 [Member] | Level 3 Financing [Member]
Long-term debt
Stated interest rate (as a percent)					5.125%
Senior Notes 5point 625Percent Due 2023 [Member]
Long-term debt
Total Debt Obligations					$ 500,000,000	500,000,000
Senior Notes 5point 625Percent Due 2023 [Member] | Level 3 Financing [Member]
Long-term debt
Stated interest rate (as a percent)					5.625%
Tranche B-III 2019 Term Loan
Long-term debt
Total Debt Obligations					$ 0	815,000,000
TrancheB2020TermLoanTotal [Member]
Long-term debt
Total Debt Obligations					$ 0	1,796,000,000
7.0% Senior Notes due 2020 | Level 3 Financing [Member]
Long-term debt
Stated interest rate (as a percent)			7.00%		7.00%
Debt Instrument, Redemption Price, Percentage			104.138%
Capital Lease Obligations [Member]
Long-term debt
Debt, Weighted Average Interest Rate					5.80%
Total Debt Obligations					$ 179,000,000	183,000,000
Senior Notes 5point 375Percent Due 2025 [Member]
Long-term debt
Total Debt Obligations					$ 800,000,000	$ 800,000,000
Senior Notes 5point 375Percent Due 2025 [Member] | Level 3 Financing [Member]
Long-term debt
Stated interest rate (as a percent)					5.375%
2.0 Billion Tranche B-II 2022 Term Loan [Member]
Long-term debt
Stated interest rate (as a percent)						3.50%
Total Debt Obligations					$ 0	$ 2,000,000,000
Payments of Debt Extinguishment Costs					$ 44,000,000
2.0 Billion Tranche B-II 2022 Term Loan [Member] | Level 3 Financing [Member] | London Interbank Offered Rate (LIBOR) [Member]
Long-term debt
Debt Instrument, Description of Variable Rate Basis					LIBOR
2.0 Billion Tranche B-II 2022 Term Loan [Member] | Level 3 Financing [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum
Long-term debt
Debt Instrument, Basis Spread on Variable Rate		225.00%			0.75%
Senior Notes 5point 250Percent Due 2026 [Member] | Level 3 Financing [Member]
Long-term debt
Stated interest rate (as a percent)			5.25%	5.25%	5.25%
Total Debt Obligations					$ 775,000,000	775,000,000	$ 775,000,000
Payments of Debt Extinguishment Costs				$ 40,000,000
Floating Rate Senior Notes due 2018
Long-term debt
Total Debt Obligations					$ 0	$ 300,000,000
Repayments of senior debt	$ 300,000,000
Loss on extinguishment of debt	$ 1,000,000
Floating Rate Senior Notes due 2018 | Level 3 Financing [Member]
Long-term debt
Stated interest rate (as a percent)						4.762%
Tranche B-III 2019, Tranche B 2020 and Tranche B 2022 Term Loans [Member] | Level 3 Financing, Inc. | London Interbank Offered Rate (LIBOR) [Member]
Long-term debt
Debt Instrument, Description of Variable Rate Basis					LIBOR
Tranche B-III 2019, Tranche B 2020 and Tranche B 2022 Term Loans [Member] | Level 3 Financing [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum
Long-term debt
Debt Instrument, Basis Spread on Variable Rate					1.00%

Accumulated Other Comprehensi33

Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Accumulated Other Comprehensive Loss [Line Items]
Accumulated Other Comprehensive Income (Loss), Net of Tax	$ (387)	$ (301)
Other comprehensive income before reclassifications, net of tax	107	7
Amounts reclassified from accumulated other comprehensive loss	(1)	1
Accumulated Other Comprehensive Income (Loss), Net of Tax	(281)	(293)
Net Foreign Currency Translation Adjustment
Accumulated Other Comprehensive Loss [Line Items]
Accumulated Other Comprehensive Income (Loss), Net of Tax	(353)	(273)
Other comprehensive income before reclassifications, net of tax	106	9
Amounts reclassified from accumulated other comprehensive loss	0	0
Accumulated Other Comprehensive Income (Loss), Net of Tax	(247)	(264)
Defined Benefit Pension Plans
Accumulated Other Comprehensive Loss [Line Items]
Accumulated Other Comprehensive Income (Loss), Net of Tax	(34)	(28)
Other comprehensive income before reclassifications, net of tax	1	(2)
Amounts reclassified from accumulated other comprehensive loss	(1)	1
Accumulated Other Comprehensive Income (Loss), Net of Tax	$ (34)	$ (29)

Stock-Based Compensation - Non-

Stock-Based Compensation - Non-cash compensation expense and capitalized non-cash compensation (Details) - USD ($) shares in Millions, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Non-cash compensation expense and capitalized non-cash compensation
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost	$ 33	$ 43	$ 120	$ 122
Capitalized Non-Cash Compensation	0	0	0	(1)
Total	$ 33	43	$ 120	121
Nonvested restricted stock and restricted stock units (RSUs)	5		5
Outperform Stock Appreciation Rights
Non-cash compensation expense and capitalized non-cash compensation
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost	$ 0	0	$ 0	2
Restricted Stock Units
Non-cash compensation expense and capitalized non-cash compensation
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost	21	26	77	60
Performance Restricted Stock Units
Non-cash compensation expense and capitalized non-cash compensation
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost	5	9	17	33
401 (K) Match Expense
Non-cash compensation expense and capitalized non-cash compensation
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost	$ 7	$ 8	$ 26	$ 27

Segment Information (Details)

Segment Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Segment Reporting, Revenue Reconciling Item [Line Items]
Goodwill	$ 7,741		$ 7,741		$ 7,729
Assets	25,373		25,373		24,888
Payments to Acquire Productive Assets	322	$ 364	1,018	$ 1,028
Adjusted EBITDA by Segment	721	716	2,148	2,141
Revenue	2,059	2,033	6,168	6,140
Income Tax Expense	(76)	(74)	(215)	(198)
Other Expenses	(122)	(137)	(424)	(465)
Depreciation, Depletion and Amortization	(333)	(319)	(983)	(930)
Share-based Compensation	(33)	(43)	(120)	(121)
Net Income (Loss) Available to Common Stockholders, Basic	157	143	406	427
Goodwill, Translation Adjustments			12
Corporate and Other [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Assets	126		126		127
Payments to Acquire Productive Assets	33	37	119	116
Adjusted EBITDA by Segment	(238)	(204)	(717)	(654)
North America [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Goodwill	7,024		7,024		7,024
Assets	21,094		21,094		20,818
Payments to Acquire Productive Assets	216	245	690	677
Adjusted EBITDA by Segment	817	784	2,441	2,415
Goodwill, Translation Adjustments			0
EMEA [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Goodwill	121		121		109
Assets	1,766		1,766		1,639
Payments to Acquire Productive Assets	25	38	83	117
Adjusted EBITDA by Segment	64	56	189	162
Goodwill, Translation Adjustments			12
Latin America [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Goodwill	596		596		596
Assets	2,387		2,387		$ 2,304
Payments to Acquire Productive Assets	48	44	126	118
Adjusted EBITDA by Segment	78	80	235	218
Goodwill, Translation Adjustments			0
Core Network Service [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenue	1,963	1,929	5,874	5,831
Core Network Service [Member] | North America [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenue	1,597	1,573	4,798	4,779
Core Network Service [Member] | EMEA [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenue	184	180	535	561
Core Network Service [Member] | Latin America [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenue	182	176	541	491
Wholesale Voice Services [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenue	96	104	294	309
Wholesale Voice Services [Member] | North America [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenue	90	98	279	292
Wholesale Voice Services [Member] | EMEA [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenue	3	4	8	11
Wholesale Voice Services [Member] | Latin America [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenue	$ 3	$ 2	$ 7	$ 6

Commitments, Contingencies an36

Commitments, Contingencies and Other Items - Lawsuits (Details) - USD ($) $ in Millions	1 Months Ended	3 Months Ended
	Mar. 31, 2016	Dec. 31, 2016	Dec. 31, 2014	Sep. 30, 2014	Sep. 30, 2017
Loss Contingencies
Estimated Litigation Liability					$ 93
Peruvian Tax Litigation | Pending Litigation
Loss Contingencies
Loss Contingency, Asserted Claim					16
Release of Loss Contingency Accrual	$ 15	$ 11
Peruvian Tax Litigation, Before Interest | Pending Litigation
Loss Contingencies
Loss Contingency, Asserted Claim					26
Peruvian Tax Litigation, Income Tax witholding 2001 and 2002 | Pending Litigation
Loss Contingencies
Loss Contingency, Asserted Claim					3
Peruvian Tax Litigation, VAT for 2001 and 2002 | Pending Litigation
Loss Contingencies
Loss Contingency, Asserted Claim					7
Peruvian Tax Litigation, Disallowance of VAT in 2005 | Pending Litigation
Loss Contingencies
Loss Contingency, Asserted Claim					16
Employee Severance and Contractor Termination Disputes | Pending Litigation
Loss Contingencies
Loss Contingency, Asserted Claim					30
up to | Brazilian Tax Claims | Pending Litigation
Loss Contingencies
Loss Contingency, Range of Possible Loss, Portion Not Accrued					$ 54
Brazilian Tax Reserve Release [Member] | Brazilian Tax Claims | Pending Litigation
Loss Contingencies
Loss Contingency Accrual, Period Increase (Decrease)			$ 3	$ 6
Loss Contingency Accrual, Payments			$ 5

Commitments, Contingencies an37

Commitments, Contingencies and Other Items - Other Commitments (Details) - USD ($) $ in Millions	Sep. 30, 2017	Dec. 31, 2016
Commitments and Contingencies Disclosure [Abstract]
Amount outstanding under letters of credit or other similar obligations	$ 36	$ 39
Collateralized by cash, that is reflected on the consolidated balance sheets as restricted cash	$ 29	$ 33

Condensed Consolidating Finan38

Condensed Consolidating Financial Information - Statements of Comprehensive Income (Loss) (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Condensed Consolidating Financial Information
Revenue	$ 2,059	$ 2,033	$ 6,168	$ 6,140
Costs and Expenses:
Network access costs	678	675	2,044	2,045
Network related expenses	345	337	1,018	1,014
Depreciation and amortization	333	319	983	930
Selling, general and administrative expenses	348	348	1,078	1,061
Total Costs and Expenses	1,704	1,679	5,123	5,050
Operating Income (Loss)	355	354	1,045	1,090
Other Income (Expense):
Interest income	6	1	11	3
Interest expense	(134)	(139)	(400)	(414)
Interest income (expense) affiliates, net	0	0	0	0
Equity in net earnings (losses) of subsidiaries	0	0	0	0
Other, net	6	1	(35)	(54)
Total Other Expense	(122)	(137)	(424)	(465)
Income (Loss) before Income Taxes	233	217	621	625
Income Tax Expense	(76)	(74)	(215)	(198)
Net Income (Loss)	157	143	406	427
Other Comprehensive Income (Loss), Net of Income Taxes	44	(15)	106	8
Comprehensive Income (Loss)	201	128	512	435
Level 3 Communications, Inc.
Condensed Consolidating Financial Information
Revenue	0	0	0	0
Costs and Expenses:
Network access costs	0	0	0	0
Network related expenses	0	0	0	0
Depreciation and amortization	0	0	0	0
Selling, general and administrative expenses	2	1	4	3
Total Costs and Expenses	2	1	4	3
Operating Income (Loss)	(2)	(1)	(4)	(3)
Other Income (Expense):
Interest income	0	0	0	0
Interest expense	(9)	(9)	(27)	(27)
Interest income (expense) affiliates, net	377	342	1,132	1,027
Equity in net earnings (losses) of subsidiaries	(212)	(193)	(703)	(581)
Other, net	0	0	0	0
Total Other Expense	156	140	402	419
Income (Loss) before Income Taxes	154	139	398	416
Income Tax Expense	3	4	8	11
Net Income (Loss)	157	143	406	427
Other Comprehensive Income (Loss), Net of Income Taxes	44	(15)	106	8
Comprehensive Income (Loss)	201	128	512	435
Level 3 Financing, Inc.
Condensed Consolidating Financial Information
Revenue	0	0	0	0
Costs and Expenses:
Network access costs	0	0	0	0
Network related expenses	0	0	0	0
Depreciation and amortization	0	0	0	0
Selling, general and administrative expenses	1	1	3	4
Total Costs and Expenses	1	1	3	4
Operating Income (Loss)	(1)	(1)	(3)	(4)
Other Income (Expense):
Interest income	0	0	0	0
Interest expense	(121)	(124)	(358)	(380)
Interest income (expense) affiliates, net	562	526	1,703	1,585
Equity in net earnings (losses) of subsidiaries	(614)	(539)	(1,892)	(1,568)
Other, net	0	0	(44)	(39)
Total Other Expense	(173)	(137)	(591)	(402)
Income (Loss) before Income Taxes	(174)	(138)	(594)	(406)
Income Tax Expense	(38)	(55)	(109)	(175)
Net Income (Loss)	(212)	(193)	(703)	(581)
Other Comprehensive Income (Loss), Net of Income Taxes	0	0	0	0
Comprehensive Income (Loss)	(212)	(193)	(703)	(581)
Level 3 Communications, LLC
Condensed Consolidating Financial Information
Revenue	932	907	2,785	2,652
Costs and Expenses:
Network access costs	329	330	991	965
Network related expenses	254	242	743	716
Depreciation and amortization	114	100	327	280
Selling, general and administrative expenses	272	262	843	775
Total Costs and Expenses	969	934	2,904	2,736
Operating Income (Loss)	(37)	(27)	(119)	(84)
Other Income (Expense):
Interest income	6	1	11	2
Interest expense	0	(1)	(2)	(2)
Interest income (expense) affiliates, net	(868)	(804)	(2,605)	(2,407)
Equity in net earnings (losses) of subsidiaries	215	169	618	569
Other, net	12	(1)	16	2
Total Other Expense	(635)	(636)	(1,962)	(1,836)
Income (Loss) before Income Taxes	(672)	(663)	(2,081)	(1,920)
Income Tax Expense	(1)	0	(2)	(2)
Net Income (Loss)	(673)	(663)	(2,083)	(1,922)
Other Comprehensive Income (Loss), Net of Income Taxes	0	0	0	0
Comprehensive Income (Loss)	(673)	(663)	(2,083)	(1,922)
Other Non-Guarantor Subsidiaries
Condensed Consolidating Financial Information
Revenue	1,168	1,160	3,499	3,590
Costs and Expenses:
Network access costs	390	379	1,169	1,182
Network related expenses	91	95	275	298
Depreciation and amortization	219	219	656	650
Selling, general and administrative expenses	73	84	228	279
Total Costs and Expenses	773	777	2,328	2,409
Operating Income (Loss)	395	383	1,171	1,181
Other Income (Expense):
Interest income	0	0	0	1
Interest expense	(4)	(5)	(13)	(5)
Interest income (expense) affiliates, net	(71)	(64)	(230)	(205)
Equity in net earnings (losses) of subsidiaries	0	0	0	0
Other, net	(6)	2	(7)	(17)
Total Other Expense	(81)	(67)	(250)	(226)
Income (Loss) before Income Taxes	314	316	921	955
Income Tax Expense	(40)	(23)	(112)	(32)
Net Income (Loss)	274	293	809	923
Other Comprehensive Income (Loss), Net of Income Taxes	44	(15)	106	8
Comprehensive Income (Loss)	318	278	915	931
Eliminations
Condensed Consolidating Financial Information
Revenue	(41)	(34)	(116)	(102)
Costs and Expenses:
Network access costs	(41)	(34)	(116)	(102)
Network related expenses	0	0	0	0
Depreciation and amortization	0	0	0	0
Selling, general and administrative expenses	0	0	0	0
Total Costs and Expenses	(41)	(34)	(116)	(102)
Operating Income (Loss)	0	0	0	0
Other Income (Expense):
Interest income	0	0	0	0
Interest expense	0	0	0	0
Interest income (expense) affiliates, net	0	0	0	0
Equity in net earnings (losses) of subsidiaries	611	563	1,977	1,580
Other, net	0	0	0	0
Total Other Expense	611	563	1,977	1,580
Income (Loss) before Income Taxes	611	563	1,977	1,580
Income Tax Expense	0	0	0	0
Net Income (Loss)	611	563	1,977	1,580
Other Comprehensive Income (Loss), Net of Income Taxes	(44)	15	(106)	(8)
Comprehensive Income (Loss)	$ 567	$ 578	$ 1,871	$ 1,572

Condensed Consolidating Finan39

Condensed Consolidating Financial Information - Balance Sheets (Details) - USD ($) $ in Millions	Sep. 30, 2017	Dec. 31, 2016	Sep. 30, 2016	Dec. 31, 2015
Current Assets:
Cash and cash equivalents	$ 2,252	$ 1,819	$ 1,569	$ 854
Restricted cash and securities	5	7
Receivables, less allowances for doubtful accounts	750	712
Due from affiliates	0	0
Other	136	115
Total Current Assets	3,143	2,653
Property, Plant and Equipment, net	10,485	10,139
Restricted Cash and Securities	29	31
Goodwill and Other Intangibles Assets, net	8,502	8,644
Investment in Subsidiaries	0	0
Deferred Tax Assets	3,162	3,370
Other Assets, net	52	51
Total Assets	25,373	24,888
Liabilities and Stockholders’ Equity:
Accounts payable	704	706
Current portion of long-term debt	7	7
Accrued payroll and employee benefits	247	195
Accrued interest	95	129
Current portion of deferred revenue	276	266
Due to affiliates	0	0
Other	139	168
Total Current Liabilities	1,468	1,471
Long-Term Debt, less current portion	10,586	10,877
Deferred Revenue, less current portion	1,132	1,001
Other Liabilities	637	622
Commitments and Contingencies
Stockholders' Equity (Deficit)	11,550	10,917
Total Liabilities and Stockholders’ Equity	25,373	24,888
Level 3 Communications, Inc.
Current Assets:
Cash and cash equivalents	14	15	16	12
Restricted cash and securities	0	0
Receivables, less allowances for doubtful accounts	0	0
Due from affiliates	18,214	17,032
Other	0	0
Total Current Assets	18,228	17,047
Property, Plant and Equipment, net	0	0
Restricted Cash and Securities	19	22
Goodwill and Other Intangibles Assets, net	0	0
Investment in Subsidiaries	16,947	16,869
Deferred Tax Assets	58	51
Other Assets, net	0	0
Total Assets	35,252	33,989
Liabilities and Stockholders’ Equity:
Accounts payable	0	0
Current portion of long-term debt	0	0
Accrued payroll and employee benefits	0	0
Accrued interest	3	11
Current portion of deferred revenue	0	0
Due to affiliates	0	0
Other	0	0
Total Current Liabilities	3	11
Long-Term Debt, less current portion	593	592
Deferred Revenue, less current portion	0	0
Other Liabilities	16	16
Commitments and Contingencies
Stockholders' Equity (Deficit)	34,640	33,370
Total Liabilities and Stockholders’ Equity	35,252	33,989
Level 3 Financing, Inc.
Current Assets:
Cash and cash equivalents	0	0	0	6
Restricted cash and securities	0	0
Receivables, less allowances for doubtful accounts	0	0
Due from affiliates	22,749	21,715
Other	0	0
Total Current Assets	22,749	21,715
Property, Plant and Equipment, net	0	0
Restricted Cash and Securities	0	0
Goodwill and Other Intangibles Assets, net	0	0
Investment in Subsidiaries	17,141	17,599
Deferred Tax Assets	2,577	2,687
Other Assets, net	0	0
Total Assets	42,467	42,001
Liabilities and Stockholders’ Equity:
Accounts payable	1	0
Current portion of long-term debt	0	0
Accrued payroll and employee benefits	0	0
Accrued interest	86	110
Current portion of deferred revenue	0	0
Due to affiliates	0	0
Other	(1)	0
Total Current Liabilities	86	110
Long-Term Debt, less current portion	9,820	10,108
Deferred Revenue, less current portion	0	0
Other Liabilities	0	0
Commitments and Contingencies
Stockholders' Equity (Deficit)	32,561	31,783
Total Liabilities and Stockholders’ Equity	42,467	42,001
Level 3 Communications, LLC
Current Assets:
Cash and cash equivalents	2,141	1,700	1,482	727
Restricted cash and securities	1	1
Receivables, less allowances for doubtful accounts	25	26
Due from affiliates	0	0
Other	110	87
Total Current Assets	2,277	1,814
Property, Plant and Equipment, net	4,204	3,869
Restricted Cash and Securities	10	9
Goodwill and Other Intangibles Assets, net	352	353
Investment in Subsidiaries	3,626	3,674
Deferred Tax Assets	0	0
Other Assets, net	18	16
Total Assets	10,487	9,735
Liabilities and Stockholders’ Equity:
Accounts payable	331	307
Current portion of long-term debt	2	2
Accrued payroll and employee benefits	216	160
Accrued interest	0	0
Current portion of deferred revenue	128	116
Due to affiliates	44,216	40,927
Other	92	127
Total Current Liabilities	44,985	41,639
Long-Term Debt, less current portion	13	13
Deferred Revenue, less current portion	843	719
Other Liabilities	185	155
Commitments and Contingencies
Stockholders' Equity (Deficit)	(35,539)	(32,791)
Total Liabilities and Stockholders’ Equity	10,487	9,735
Other Non-Guarantor Subsidiaries
Current Assets:
Cash and cash equivalents	97	104	71	109
Restricted cash and securities	4	6
Receivables, less allowances for doubtful accounts	725	686
Due from affiliates	3,253	2,180
Other	26	28
Total Current Assets	4,105	3,004
Property, Plant and Equipment, net	6,281	6,270
Restricted Cash and Securities	0	0
Goodwill and Other Intangibles Assets, net	8,150	8,291
Investment in Subsidiaries	0	0
Deferred Tax Assets	527	632
Other Assets, net	34	35
Total Assets	19,097	18,232
Liabilities and Stockholders’ Equity:
Accounts payable	372	399
Current portion of long-term debt	5	5
Accrued payroll and employee benefits	31	35
Accrued interest	6	8
Current portion of deferred revenue	148	150
Due to affiliates	0	0
Other	48	41
Total Current Liabilities	610	638
Long-Term Debt, less current portion	160	164
Deferred Revenue, less current portion	289	282
Other Liabilities	436	451
Commitments and Contingencies
Stockholders' Equity (Deficit)	17,602	16,697
Total Liabilities and Stockholders’ Equity	19,097	18,232
Eliminations
Current Assets:
Cash and cash equivalents	0	0	$ 0	$ 0
Restricted cash and securities	0	0
Receivables, less allowances for doubtful accounts	0	0
Due from affiliates	(44,216)	(40,927)
Other	0	0
Total Current Assets	(44,216)	(40,927)
Property, Plant and Equipment, net	0	0
Restricted Cash and Securities	0	0
Goodwill and Other Intangibles Assets, net	0	0
Investment in Subsidiaries	(37,714)	(38,142)
Deferred Tax Assets	0	0
Other Assets, net	0	0
Total Assets	(81,930)	(79,069)
Liabilities and Stockholders’ Equity:
Accounts payable	0	0
Current portion of long-term debt	0	0
Accrued payroll and employee benefits	0	0
Accrued interest	0	0
Current portion of deferred revenue	0	0
Due to affiliates	(44,216)	(40,927)
Other	0	0
Total Current Liabilities	(44,216)	(40,927)
Long-Term Debt, less current portion	0	0
Deferred Revenue, less current portion	0	0
Other Liabilities	0	0
Commitments and Contingencies
Stockholders' Equity (Deficit)	(37,714)	(38,142)
Total Liabilities and Stockholders’ Equity	$ (81,930)	$ (79,069)

Condensed Consolidating Finan40

Condensed Consolidating Financial Information - Statements of Cash Flows (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Condensed Consolidating Financial Information
Net Cash Provided by (Used in) Operating Activities			$ 1,791	$ 1,786
Cash Flows from Investing Activities:
Capital expenditures	$ (322)	$ (364)	(1,018)	(1,028)
(Increase) decrease in restricted cash and securities, net			4	11
Purchases of marketable securities			(1,127)	0
Maturity of marketable securities			1,127	0
Proceeds from sale of property, plant, and equipment and other assets			1	1
Net Cash Used in Investing Activities			(1,013)	(1,016)
Cash Flows from Financing Activities:
Long-term debt borrowings, net of issuance costs			4,569	764
Payments on and repurchases of long-term debt and capital leases			(4,917)	(818)
Increase (decrease) due from-to affiliates, net			0	0
Net Cash Used in Financing Activities			(348)	(54)
Effect of Exchange Rates on Cash and Cash Equivalents			3	(1)
Net Change in Cash and Cash Equivalents			433	715
Cash and Cash Equivalents at Beginning of Period			1,819	854
Cash and Cash Equivalents at End of Period	2,252	1,569	2,252	1,569
Level 3 Communications, Inc.
Condensed Consolidating Financial Information
Net Cash Provided by (Used in) Operating Activities			(32)	(35)
Cash Flows from Investing Activities:
Capital expenditures			0	0
(Increase) decrease in restricted cash and securities, net			3	5
Purchases of marketable securities			0
Maturity of marketable securities			0
Proceeds from sale of property, plant, and equipment and other assets			0	0
Net Cash Used in Investing Activities			3	5
Cash Flows from Financing Activities:
Long-term debt borrowings, net of issuance costs			0	0
Payments on and repurchases of long-term debt and capital leases			0	0
Increase (decrease) due from-to affiliates, net			28	34
Net Cash Used in Financing Activities			28	34
Effect of Exchange Rates on Cash and Cash Equivalents			0	0
Net Change in Cash and Cash Equivalents			(1)	4
Cash and Cash Equivalents at Beginning of Period			15	12
Cash and Cash Equivalents at End of Period	14	16	14	16
Level 3 Financing, Inc.
Condensed Consolidating Financial Information
Net Cash Provided by (Used in) Operating Activities			(378)	(332)
Cash Flows from Investing Activities:
Capital expenditures			0	0
(Increase) decrease in restricted cash and securities, net			0	0
Purchases of marketable securities			0
Maturity of marketable securities			0
Proceeds from sale of property, plant, and equipment and other assets			0	0
Net Cash Used in Investing Activities			0	0
Cash Flows from Financing Activities:
Long-term debt borrowings, net of issuance costs			4,569	764
Payments on and repurchases of long-term debt and capital leases			(4,911)	(806)
Increase (decrease) due from-to affiliates, net			720	368
Net Cash Used in Financing Activities			378	326
Effect of Exchange Rates on Cash and Cash Equivalents			0	0
Net Change in Cash and Cash Equivalents			0	(6)
Cash and Cash Equivalents at Beginning of Period			0	6
Cash and Cash Equivalents at End of Period	0	0	0	0
Level 3 Communications, LLC
Condensed Consolidating Financial Information
Net Cash Provided by (Used in) Operating Activities			698	489
Cash Flows from Investing Activities:
Capital expenditures			(614)	(537)
(Increase) decrease in restricted cash and securities, net			(1)	6
Purchases of marketable securities			(1,127)
Maturity of marketable securities			1,127
Proceeds from sale of property, plant, and equipment and other assets			1	0
Net Cash Used in Investing Activities			(614)	(531)
Cash Flows from Financing Activities:
Long-term debt borrowings, net of issuance costs			0	0
Payments on and repurchases of long-term debt and capital leases			1	(1)
Increase (decrease) due from-to affiliates, net			356	798
Net Cash Used in Financing Activities			357	797
Effect of Exchange Rates on Cash and Cash Equivalents			0	0
Net Change in Cash and Cash Equivalents			441	755
Cash and Cash Equivalents at Beginning of Period			1,700	727
Cash and Cash Equivalents at End of Period	2,141	1,482	2,141	1,482
Other Non-Guarantor Subsidiaries
Condensed Consolidating Financial Information
Net Cash Provided by (Used in) Operating Activities			1,503	1,664
Cash Flows from Investing Activities:
Capital expenditures			(404)	(491)
(Increase) decrease in restricted cash and securities, net			2	0
Purchases of marketable securities			0
Maturity of marketable securities			0
Proceeds from sale of property, plant, and equipment and other assets			0	1
Net Cash Used in Investing Activities			(402)	(490)
Cash Flows from Financing Activities:
Long-term debt borrowings, net of issuance costs			0	0
Payments on and repurchases of long-term debt and capital leases			(7)	(11)
Increase (decrease) due from-to affiliates, net			(1,104)	(1,200)
Net Cash Used in Financing Activities			(1,111)	(1,211)
Effect of Exchange Rates on Cash and Cash Equivalents			3	(1)
Net Change in Cash and Cash Equivalents			(7)	(38)
Cash and Cash Equivalents at Beginning of Period			104	109
Cash and Cash Equivalents at End of Period	97	71	97	71
Eliminations
Condensed Consolidating Financial Information
Net Cash Provided by (Used in) Operating Activities			0	0
Cash Flows from Investing Activities:
Capital expenditures			0	0
(Increase) decrease in restricted cash and securities, net			0	0
Purchases of marketable securities			0
Maturity of marketable securities			0
Proceeds from sale of property, plant, and equipment and other assets			0	0
Net Cash Used in Investing Activities			0	0
Cash Flows from Financing Activities:
Long-term debt borrowings, net of issuance costs			0	0
Payments on and repurchases of long-term debt and capital leases			0	0
Increase (decrease) due from-to affiliates, net			0	0
Net Cash Used in Financing Activities			0	0
Effect of Exchange Rates on Cash and Cash Equivalents			0	0
Net Change in Cash and Cash Equivalents			0	0
Cash and Cash Equivalents at Beginning of Period			0	0
Cash and Cash Equivalents at End of Period	$ 0	$ 0	$ 0	$ 0