EXHIBIT 99.2

            NOTICE OF GUARANTEED
            DELIVERY FOR TENDER OF ALL OUTSTANDING 10 7/8% SENIOR
            NOTES DUE 2007 IN EXCHANGE FOR NEW 10 7/8% SERIES B
            SENIOR NOTES DUE 2007 REGISTERED UNDER THE
            SECURITIES ACT OF 1933 OF QWEST COMMUNICATIONS INTERNATIONAL INC.



                         NOTICE OF GUARANTEED DELIVERY

                                      FOR

                           TENDER OF ALL OUTSTANDING
                         10 7/8% SENIOR NOTES DUE 2007
                              IN EXCHANGE FOR NEW
                    10 7/8% SERIES B SENIOR NOTES DUE 2007
                  REGISTERED UNDER THE SECURITIES ACT OF 1933
                                      OF

                    QWEST COMMUNICATIONS INTERNATIONAL INC.

Registered holders of outstanding 10 7/8% Senior Notes due 2007
(the "Old Notes") who wish to tender their Old Notes in exchange for
a like principal amount of new 10 7/8% Series B Senior Notes due 2007 (the
"Exchange Notes") and whose Old Notes are not immediately available or who
cannot deliver their Old Notes and Letter of Transmittal (and any other
documents required by the Letter of Transmittal) to Bankers Trust Company of
New York (the "Exchange Agent") prior to the Expiration Date, may use this
Notice of Guaranteed Delivery or one substantially equivalent hereto.  This
Notice of Guaranteed Delivery may be delivered by hand or sent by facsimile
transmission (receipt confirmed by telephone and an original delivered by
guaranteed overnight courier) or letter to the Exchange Agent.  See "The
Exchange Offer--Procedures for Tendering Old Notes" in the Prospectus.

The Exchange Agent for the Exchange Offer is:

                       BANKERS TRUST COMPANY OF NEW YORK


         BY MAIL:                                       BY HAND:


  BT Services Tennessee, Inc.                      Bankers Trust Company
     Reorganization Unit                     Corporate Trust and Agency Group
      P.O. Box 292737                            Receipt & Delivery Window
  Nashville, TN 37229-2737                   123 Washington Street, 1st Floor
                                                     New York, NY 10006

  BY OVERNIGHT MAIL OR COURIER:

   BT Services Tennessee, Inc.
Corporate Trust and Agency Group
      Reorganization Unit
    648 Grassmere Park Road
      Nashville, TN 37211


                            For Information, call:
                                (800) 735-7777
                            Confirm: (615) 835-3572
                              Fax: (615) 835-3701


Delivery of this Notice of Guaranteed Delivery to an address other than as set
forth above or transmission of instructions via a facsimile transmission to a
number other than as set forth above will not constitute a valid delivery.

This Notice of Guaranteed Delivery is not to be used to guarantee signatures.
If a signature on a Letter of Transmittal is required to be guaranteed by an
Eligible Institution (as defined in the Prospectus), such signature guarantee

 
must appear in the applicable space provided on the Letter of Transmittal for
Guarantee of Signatures.

Ladies and Gentleman:

The undersigned hereby tenders the principal amount of Old Notes
indicated below, upon the terms and subject to the conditions contained in the
Prospectus dated June __, 1997 of Qwest Communications International Inc. (the
"Prospectus"), receipt of which is hereby acknowledged.

                    DESCRIPTION OF SECURITIES TENDERED


NAME AND ADDRESS OF
REGISTERED HOLDER AS IT
APPEARS ON THE 10 7/8%
SENIOR NOTES DUE             CERTIFICATE NUMBER(S)
2007 ("OLD NOTES")           OF EXISTING
(PLEASE PRINT)               NOTES TENDERED


    AGGREGATE PRINCIPAL          PRINCIPAL AMOUNT
   AMOUNT REPRESENTED BY         OF OLD NOTES
       OLD NOTES                 TENDERED


                THE FOLLOWING GUARANTEE MUST BE COMPLETED

                         GUARANTEE OF DELIVERY

                 (NOT TO BE USED FOR SIGNATURE GUARANTEE)

The undersigned, a firm that is a member of a registered national securities
exchange or a member of the National Association of Securities Dealers, Inc.
or a commercial bank or trust company having an office, branch, agency or
correspondent in the United States, hereby guarantees to deliver to the
Exchange Agent at one of its addresses set forth above, the certificates
representing the Old Notes, together with a properly completed and duly
executed Letter of Transmittal (or facsimile thereof), with any required
signature guarantees, and any other documents required by the Letter of
Transmittal within three New York Stock Exchange, Inc. trading days after the
date of execution of this Notice of Guaranteed Delivery.

NAME OF FIRM:                     
             --------------------------------------------------
                      (AUTHORIZED SIGNATURE)

ADDRESS:                                                
         ------------------------------------------------------
                             (ZIP CODE)
NAME:
     ----------------------------------------------------------

TITLE:
      ---------------------------------------------------------
                        (PLEASE TYPE OR PRINT)

AREA CODE AND TELEPHONE NUMBER:                         DATE:
                               -----------------------       -------------------

NOTE: DO NOT SEND OLD NOTES WITH THIS NOTICE OF GUARANTEED DELIVERY. OLD NOTES
SHOULD BE SENT WITH YOUR LETTER OF TRANSMITTAL.