SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):  February 25, 2002

                          Level 3 Communications, Inc.
             (Exact name of Registrant as specified in its charter)

Delaware                                                              47-0210602
(State or other jurisdiction of                                 (I.R.S. Employer
incorporation or organization)                               Identification No.)

1025 Eldorado Blvd., Broomfield, Colorado                                  80021
(Address of principal executive offices)                              (Zip code)

                                  720-888-1000
               (Registrant's telephone number including area code)

                                 Not applicable
         (Former name and former address, if changed since last report)





Item 7.  Financial Statements and Exhibits

(a)      Financial Statements of business acquired

                  None

(b)      Pro forma financial information

                  None

(c)      Exhibits

     99.1 Press  Release  dated  February  25,  2002,  relating to  execution of
          definitive agreement to acquire CorpSoft, Inc.

     99.2 Press Release dated February 25, 2002,  relating to updated  financial
          information.

Item 9.  Regulation FD Disclosure

     On February 25, 2002,  Level 3  Communications,  Inc.  ("Level 3") issued a
press  release  relating to the  execution of a definitive  agreement to acquire
CorpSoft,  Inc.  This press  release is filed as  Exhibit  99.1 to this  Current
Report and  incorporated  by reference as if set forth in full. In addition,  on
February 25, 2002, Level 3 issued a press release relating to updated  financial
information.  This press release is filed as Exhibit 99.2 to this Current Report
and  incorporated  by reference as if set forth in full.  The furnishing of this
information  shall not be  deemed  an  admission  as to the  materiality  of the
information  included in this Current Report.  This information is not filed but
is furnished pursuant to Regulation FD.






                                   SIGNATURES

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized.

                                     Level 3 Communications, Inc.



February 25, 2002                    By:    /s/ Neil J. Eckstein
Date                                     Neil J. Eckstein, Vice President