Exhibit 99.1

[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 ANNOUNCES CREDIT AGREEMENT AMENDMENT TO PERMIT
              ACQUISITIONS OF ITS DEBT IN EXCHANGE FOR COMMON STOCK



BROOMFIELD,  CO,  July 26,  2001 -- Level 3  Communications,  Inc. (Nasdaq:LVLT)
announced  today that it has amended its credit  agreement  to permit Level 3 to
acquire certain of its outstanding indebtedness in exchange for shares of common
stock.  Level 3 is aware that the various  issuances of its  outstanding  senior
notes,  senior discount notes and convertible  subordinated  notes are currently
trading at discounts to their respective face or accreted  amounts.  In order to
reduce future cash interest payments, as well as future amounts due at maturity,
Level 3 or its  affiliates  may, from time to time,  exchange  shares of Level 3
common stock for these  outstanding  debt  securities  pursuant to the exemption
provided by Section  3(a)(9) of the Securities Act of 1933, as amended,  in open
market or  privately  negotiated  transactions.  Level 3 will  evaluate any such
transactions in light of then existing market  conditions.  The amounts involved
in any such transactions, individually or in the aggregate, may be material.

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  services,  colocation  services,  and the industry's first Softswitch
based services.  Level 3 offers services  primarily to communications  intensive
companies,  which  deliver  their  services  over the Level 3  Network.  Its Web
address is www.Level3.com.



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.