Exhibit 99.2
[Logo]                                             Level 3 Communications, Inc.
                                                       1025 Eldorado Boulevard
                                                          Broomfield, CO 80021
                                                                www.Level3.com

                                                                  NEWS RELEASE

For Immediate Release

Level 3 Contacts:
Media:   Josh Howell                        Investors:        Robin Miller
                  720/888-2517                                720/888-2518

                 Paul Lonnegren
                  720/888-6099


Level 3 Commissions International Network;  Announces New Initiatives at Analyst
and Investor Conference


     Level 3 Affirms 2001 Financial Guidance with Increases to Cash Revenue
              and Adjusted EBITDA; Introduces New Guidance for 2002

          Company Unveils New Program for Large Communications Carriers
          with Annual Price Decline and Service Activation Commitments


NEW  YORK,  January  29,  2001 --  Level 3  Communications,  Inc.  (Nasdaq:LVLT)
announced  today  that it has set a new  telecommunications  standard  with  the
industry's most rapidly  constructed global fiber-optic  network.  In 30 months,
Level 3 built a 20,000 mile multi-conduit intercity network and 32 multi-conduit
metropolitan  networks in North  America and Europe.  Additionally,  the company
constructed a transatlantic  cable system  connecting  North America and Europe,
and has secured 6 million  square  feet of  technical  space in 63 data  centers
serving 49 North American markets, 9 European markets and 2 Asian markets.

"The construction of our global  communications  network in only 30 months is an
unprecedented  accomplishment  and a strong  testament to the  commitment of our
employee-owners,  construction  and technology  partners,  and investors,"  said
James Q. Crowe, chief executive officer of Level 3. "A continuously  upgradeable
network like ours is never truly  complete,  but we're  extremely  pleased to be
able to move customer  traffic from leased  facilities and offer services on our
own global broadband infrastructure in less than three years."

"Now that we've begun to operate our own global broadband network,  we expect to
achieve higher margins and greater service  scalability and  performance,"  said
Kevin J.  O'Hara,  president  and  chief  operating  officer  of  Level 3.  "Our
continuously  upgradeable  multi-conduit  network is unlike  any  communications
network ever  constructed.  We can install new optical  fiber through one of our
metro or intercity  network's empty conduits,  rather than having to reconstruct
the entire network.  By properly  matching new generations of fiber with rapidly
improving optronics,  we can reduce costs and provisioning time. This means that
our customers can enjoy  substantial  cost  advantages and bring  innovative new
services to market."

In a video presentation at the conference,  Level 3 will demonstrate the network
construction  challenges  that were overcome in this record setting time through
the  use  of  both  conventional  and  innovative   equipment  and  construction
techniques,  as well as the large  number of permits  and  franchises  that were
required to be obtained  in order to install  its  network.  The video will also
demonstrate, at actual speed, the rapid rate at which fiber can be deployed in a
previously installed empty conduit.  For example,  whereas construction of Level
3's 16,000 mile U.S.  intercity  conduit system took  approximately 30 months to
complete,  Level 3 currently  estimates that it would take  approximately six to
nine  months to fully  install a second  fiber  optic  cable in one of Level 3's
empty conduits. This video will be available, along with the entire presentation
from the conference, on Level 3's website www.Level3.com.

Level 3 Unveils New Pricing and Service Program

At this conference, Level 3 is focusing on its view of the competitive landscape
and the company's current and anticipated new service  offerings,  and how these
services  position  Level 3 to take  advantage of its  continuously  upgradeable
network.

While providing additional details of its (3)Center  Colocation,  (3)CrossRoads,
(3)Connect Modem and (3)Voice services, Level 3 also announced an innovative new
optical transport program designed initially for large  communications  carriers
that features annual price decline and service activation  commitments.  The new
family of global transport services, called (3)Link, will be officially launched
at CompTel's 20th anniversary convention in February in Orlando,  Florida. These
offerings  provide  a  cost-effective   alternative  for  companies  that  might
otherwise build  communications  networks or install electronics to "light" dark
fiber.

"Construction  of  our  continuously  upgradeable  global  network  marks  a new
beginning  for Level 3 by  giving us full  control  over our  network  operating
costs,  quality of service,  provisioning and pricing," said O'Hara. "We believe
that (3)Link  services will sharpen and accelerate our focus on providing highly
competitive network services on a global basis, and is illustrative of Level 3's
commitment to bringing Silicon Economics to the telecommunications industry."

Level 3 Updates Financial Guidance

Level 3 also announced  today that it is affirming its 2001 financial  guidance,
with increases to cash revenue and adjusted EBITDA, and is formally  introducing
financial  guidance  for 2002.  The company  expects  communications  revenue of
approximately $1.7 billion in 2001 and  communications  revenue of approximately
$2.9 billion in 2002.

"We are pleased to reaffirm or  increase  all of our 2001  financial  guidance,"
said Sureel A. Choksi,  chief  financial  officer of Level 3. "Industry  leading
revenue  growth in 2001 of  approximately  100 percent is an  indication  of our
confidence  in the  opportunities  ahead.  We'd also like to reiterate  that our
business plan  continues to be  substantially  prefunded  through free cash flow
break even."

Financial Projections

Communications Revenue: Level 3 expects communications revenue to grow from $858
million in 2000 to approximately  $1.7 billion in 2001 and $2.9 billion in 2002.
Of the $1.7 billion in 2001 communications  revenue,  approximately $320 million
will come from non-recurring dark fiber and infrastructure sales.

Excluding  non-recurring  dark fiber and  infrastructure  sales,  communications
revenue  falls  into  three  categories:   Transport,  IP  and  Colocation,  and
Softswitch enabled services.  For the year, Transport is expected to generate 35
to 40 percent of communications revenue, IP and Colocation 30 to 35 percent, and
Softswitch  enabled  services -  including  reciprocal  compensation  - 30 to 35
percent.

Level 3 has a current backlog of approximately $5.1 billion.  Backlog is defined
as total  communications  revenue  that Level 3 expects to realize  from  signed
contracts that have not been  provisioned,  as well as current revenue run-rate.
Approximately  65 percent of our forecasted  communications  revenue for 2001 is
included in the $5.1 billion backlog.

Communications cash revenue,  defined as communications  revenue plus changes in
cash deferred revenue, is expected to grow to approximately $2.4 to $2.6 billion
in 2001, and $3.4 to $3.6 billion in 2002.

Level 3 expects  communications  revenue for the first  quarter of 2001 to be in
the range of $360 to $370  million.  Approximately  $135 to $145 million of this
revenue is expected  to come from  non-recurring  dark fiber and  infrastructure
sales.

Level 3 expects communications revenue to grow at a compounded annual percentage
rate in the  mid-60s and  communications  cash  revenue to grow at a  compounded
annual percentage rate in the mid-50s between 2000 and 2005.

Information  Services and Other Revenue:  Total  information  services and other
revenue was $327  million in 2000,  and is expected to decrease to $220  million
for both 2001 and 2002,  primarily due to reduced shipments under long-term coal
contracts  and the sale of the  company's  50 percent  interest in Walnut  Creek
Mining Company in 2000.

Gross Margin:  The gross margin for the  communications  business is expected to
increase  from 27  percent  in 2000 to  approximately  50 percent in 2001 and 55
percent in 2002.  Consolidated  gross margin is expected to be  approximately 48
percent in 2001 and 53 percent in 2002.

Selling, General and Administrative Expenses (SG&A):  Consolidated SG&A expenses
for the year 2001 are expected to be  approximately 65 percent of total revenues
in 2001 and drop to below 50 percent of total revenues in 2002. The total number
of Level 3 employees is expected to increase to  approximately  7,000 by the end
of 2001.

EBITDA:  The company expects to turn  consolidated  EBITDA  positive,  excluding
stock-based compensation,  on a run-rate basis by the end of the year 2001, with
EBITDA  for  the  year  2002  reaching   approximately  $155  to  $175  million.
Consolidated  adjusted  EBITDA,  defined as consolidated  EBITDA plus changes in
cash  deferred  revenue and adding back non-cash cost of goods sold, is expected
to be  approximately  $600 to $700  million  for the year  2001 and $750 to $850
million for 2002.

Earnings  Per  Share:  The  company  expects  that the net loss per  share  will
increase from $4.01 per share in 2000 to a net loss of  approximately  $7.50 per
share in 2001, largely as a result of increases in stock-based compensation, net
interest expense and depreciation expenses.

Capital  Expenditures:  Capital  expenditures for property,  plant and equipment
were $5.9 billion for the year 2000.  The company  previously  expected to spend
$6.3 billion for the year. As a result of timing differences, the remaining $400
million is  expected  to shift into 2001.  Including  this $400  million,  total
capital  expenditures  for the year 2001 are expected to be  approximately  $3.4
billion.  Aggregate  capital  expenditures  for 2000  and 2001 are in line  with
previous forecasts. The company expects capital expenditures to decrease in 2002
to approximately $2.0 to $2.5 billion.

Capital  expenditures  estimates for 2001 reflect the acceleration of the second
intercity  fiber pull announced last year and the deferral of  construction  for
Ring 3 of Level 3's pan-European network.

"Level 3  continually  assesses the many business  opportunities  we have," said
O'Hara.  "In an effort to always  deploy  capital to maximize  returns,  we have
reprioritized some of our capital projects."

The  company  forecasts  that it will be free cash flow  break even in the first
half of 2004, and remains substantially prefunded to free cash flow break even.

Analyst and Investors Conferences

The theme for Level 3's analyst and investor  conference  today in New York, and
on January 31, 2001 in London, is "Breaking Away."

"We've said all along that the  telecommunications  industry is  experiencing  a
fundamental shift from a classic monopolistic, utility-based business model to a
technology-driven  business model,  underscored  heavily by the same move toward
horizontal  disaggregation  that occurred in computing," said Crowe. "We've also
said that this dramatic  shift will create clear winners and losers.  We believe
strongly that with our global  broadband  infrastructure  essentially  complete,
we're positioned to break away this year and become one of the winners."

In addition to  presentations by Level 3 executives and Corning,  Inc.,  today's
conference in New York includes a Partners  Exhibit Area where a number of Level
3's  top  customers  and  strategic   technology   partners  will  be  featured.
Demonstrations  and  information  in the exhibit  area will focus on  customers'
communications  intensive  services  that  Level  3  enables  and  the  advanced
technologies deployed by Level 3 in its network.

Exhibiting  companies for the New York conference  include Akamai  Technologies;
Corning Incorporated; Data Return Corporation; Enron Communications;  Logictier;
NaviPath, Inc.; Nortel Networks; RCN Corporation; Rhythms NetConnections,  Inc.;
Telseon; Yahoo! Inc.; and Yipes Communications.

Exhibiting  companies for the London conference on January 31 include Cap Gemini
Ernst  &  Young;   Data   Return   Corporation;   Enron   Communications;   IC3;
Hewlett-Packard Company; Nortel Networks; and surfEU.com Ltd.

About Level 3 Communications

Level 3  (Nasdaq:LVLT)  is a  global  communications  and  information  services
company offering a wide selection of services  including IP services,  broadband
transport,  colocation  services  and  the  industry's  first  Softswitch  based
services.   Level  3  offers  services  primarily  to  communications  intensive
companies that deliver their services over the Level 3 Network.  Its Web address
is www.Level3.com.

(3)Center Colocation, (3)CrossRoads,  (3)Connect Modem, (3)Voice and (3)Link are
service marks of Level 3 Communications, Inc.

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