Exhibit 99.2
LEVEL 3 FINANCING INC.
Exchange Offer
to holders of their
10.750% Senior Notes due 2011
NOTICE OF GUARANTEED DELIVERY
As set forth in the Prospectus, dated , 2005 (the “Prospectus”), of Level 3 Financing, Inc. (the “Issuer”), Level 3 Communications, Inc. (“Parent”) and Level 3 Communications, LLC (“Level 3 LLC” and, together with Parent, the “Guarantors”) under “The Exchange Offer—How to Tender—Guaranteed Delivery Procedures” and in the Letter of Transmittal (the “Letter of Transmittal”) relating to the offer by the Issuer and the Guarantors to exchange up to $500,000,000 in aggregate principal amount of the Issuer’s 10.750% Senior Notes due 2011 (the “Exchange Notes”) for $500,000,000 in principal amount of the Issuer’s 10.750% Senior Notes due 2011, issued and sold in a transaction exempt from registration under the Securities Act of 1933, as amended (the “Original Notes”), this form or one substantially equivalent hereto must be used to accept the offer of the Issuer and the Guarantors if: (i) certificates for the Original Notes are not immediately available; or (ii) time will not permit all required documents to reach the Exchange Agent (as defined below) on or prior to the expiration date of the Exchange Offer (as defined below and as described in the Prospectus). Such form may be delivered by telegram, facsimile transmission, mail or hand to the Exchange Agent.
To: The Bank of New York (the “Exchange Agent”)
By Facsimile:
(212) 298-1915
Confirm by Telephone:
(212) 815-2742
By Mail, Hand or Courier:
The Bank of New York
101 Barclay Street, 7E
Corporate Trust Organization
Reorganization Unit
New York, New York 10286
For information on other offices or agencies of the Exchange Agent where
Notes may be presented for exchange, please call the telephone number listed above.
Delivery of this instrument to an address other than as set forth above
or as indicated upon contacting the Exchange Agent at the telephone number
set forth above, or transmittal of this instrument to a facsimile number other
than as set forth above or as indicated upon contacting the Exchange Agent at the
telephone number set forth above, does not constitute a valid delivery.
Ladies and Gentlemen:
The undersigned hereby tenders to the Issuer and the Guarantors, upon the terms and conditions set forth in the Prospectus and the Letter of Transmittal (which together constitute the “Exchange Offer”), receipt of which are hereby acknowledged, the principal amount of Original Notes set forth below pursuant to the guaranteed delivery procedure described in the Prospectus and the Letter of Transmittal.
Sign Here | ||||
Principal Amount of Original Notes | Signature(s): ________________________________ | |||
Tendered: __________________________________ | ||||
___________________________________________ | ||||
Certificate Nos. (if available): | Please Print the Following Information | |||
___________________________________________ | Name(s): ___________________________________ | |||
Total Principal Amount Represented by Original Notes Certificate(s): | ___________________________________________ | |||
___________________________________________ | Address(es):_________________________________ | |||
Account Number: | ||||
___________________________________________ | ___________________________________________ | |||
Name(s) in which Original Notes Registered: | Area Code and Tel. No(s).: _____________________ | |||
___________________________________________ | ___________________________________________ |
Date: , 200
GUARANTEE
The undersigned, a member of a recognized signature guarantee medallion program within the meaning of Rule 17Ad-15 under the Securities Exchange Act of 1934, as amended, hereby guarantees delivery to the Exchange Agent of certificates tendered hereby, in proper form for transfer, or delivery of such certificates pursuant to the procedure for book-entry transfer, in either case with delivery of a properly completed and duly executed Letter of Transmittal (or facsimile thereof) and any other required documents, is being made within three New York Stock Exchange trading days after the date of execution of a Notice of Guaranteed Delivery of the above-named person.
Name of Firm: __________________________
Authorized Signature:____________________
Number and Street or P.O. Box: ____________
______________________________________
City:_______ State:______ Zip Code:_______
Area Code and Tel. No.:__________________
Dated: , 200