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 7, 2006

                          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)

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[    ] Written communications  pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)

[    ]  Soliciting  material  pursuant to Rule 14a-12 under the Exchange Act (17
     CFR 240.14a-12)

[    ]  Pre-commencement  communications  pursuant  to Rule  14d-2(b)  under the
     Exchange Act (17 CFR 240.14d-2(b))

[    ]  Pre-commencement  communications  pursuant  to Rule  13e-4(c)  under the
     Exchange Act (17 CFR 240.13e-4(c))




Item 2.02.  Results of Operations and Financial Condition

On February 7, 2006,  Level 3  Communications,  Inc.  ("Level 3") issued a press
release relating to, among other things,  fourth quarter 2005 and full year 2005
financial  results,  including first quarter 2006 and certain full year 2006 and
2007 financial  projections.  This press release is furnished as Exhibit 99.1 to
this  Form 8-K 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 Form 8-K. This  information is
not filed but is furnished to the  Securities  and Exchange  Commission  ("SEC")
pursuant to Item 2.02 of Form 8-K.


Item 9.01.  Financial Statements and Exhibits

(a)      Financial Statements of business acquired

                  None

(b)      Pro forma financial information

                  None

(c)      Shell company transactions

                None

(d)     Exhibits

     99.1 Press Release dated  February 7, 2006,  relating to fourth quarter and
          full year 2005  financial  results,  including  first quarter 2006 and
          certain full year 2006 and 2007 financial projections.



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                                   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, hereunto duly authorized.

                                           Level 3 Communications, Inc.



February 7, 2006                             By:    /s/ Neil J. Eckstein
Date                                     Neil J. Eckstein, Senior Vice President


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