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 4, 2003

                          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 4, 2003,  relating to fourth
                    quarter  2002 and full year 2002  results,  including  first
                    quarter 2003 and full year 2003 financial projections.

               99.2 Press Release dated February 4, 2003, relating to completion
                    of the  acquisition of  substantially  all of the assets and
                    operations of Genuity, Inc.

Item 9.  Regulation FD Disclosure

     On  February 4, 2003,  Level 3  Communications,  Inc.  ("Level 3") issued a
press release relating to, among other things, fourth quarter 2002 and full year
2002  financial  results.  This press  release is filed as Exhibit  99.1 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.

     In addition,  on February 4, 2003,  Level 3 issued a press release relating
to the  completion of the  acquisition  of  substantially  all of the assets and
operations of Genuity,  Inc. 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 4, 2003                     By:    /s/ Neil J. Eckstein
Date                                     Neil J. Eckstein, Vice President