SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                              ---------------------

                                   FORM 8-K/A

                                 CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


         Date of Report (Date of earliest event reported): May 29, 2002


                     QWEST COMMUNICATIONS INTERNATIONAL INC.
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             (Exact name of registrant as specified in its charter)


                                    Delaware
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                 (State or other jurisdiction of incorporation)


           000-22609                                   84-1339282
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     (Commission File Number)                (IRS Employer Identification No.)


      1801 California Street            Denver, Colorado              80202
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  (Address of principal executive offices)                         (Zip Code)


     Registrant's telephone number, including area code: 303-992-1400
                                                         ------------

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



This amended Current Report on Form 8-K, dated May 29, 2002 and filed June
11, 2002, amends and restates in its entirety the Current Report on Form 8-K
dated May 29, 2002 and filed May 31, 2002.

ITEM 4.     CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.

         Prior to May 29, 2002 Qwest Communications International Inc. (the
"Company", and together with its subsidiaries, "Qwest") had not engaged
independent auditors for 2002. Based on the recommendation of the Audit
Committee of the Board of Directors of the Company, on May 29, 2002 the
Company's Board of Directors decided, effective immediately, not to re-engage
Arthur Andersen LLP ("Andersen") as Qwest's independent auditor.

         Effective May 29, 2002, the Company's Board of Directors engaged KPMG
LLP ("KPMG") to serve as Qwest's independent auditor for 2002.

         Andersen's reports on Qwest's consolidated financial statements for the
past two years did not contain an adverse opinion or disclaimer of opinion, nor
were they qualified or modified as to uncertainty, audit scope or accounting
principles. During Qwest's two most recent fiscal years and through the date of
this Form 8-K/A, there were (1) no disagreements with Andersen on any matter of
accounting principles or practices, financial statement disclosure, or auditing
scope or procedure which, if not resolved to Andersen's satisfaction, would have
caused them to make reference to the subject matter in connection with their
report on Qwest's consolidated financial statements; and (2) no reportable
events, as listed in Item 304(a)(1)(v) of Regulation S-K.

         Qwest provided Andersen with a copy of the foregoing disclosures.
Attached as Exhibit 16 is a copy of Andersen's letter, dated June 11, 2002,
stating its agreement with such statements.

         During Qwest's two most recent fiscal years and through the date of
this Form 8-K, Qwest did not consult KPMG with respect to the application of
accounting principles to a specified transaction, either completed or proposed,
or the type of audit opinion that might be rendered on Qwest's consolidated
financial statements, or any other matters or reportable events listed in Items
304(a)(2)(i) and (ii) of Regulation S-K.


ITEM 7.     FINANCIAL STATEMENTS AND EXHIBITS

            c)    Exhibits.  The following exhibits are filed with this
                  document.

            16    Letter from Arthur Andersen LLP to the Securities and
                  Exchange Commission dated June 11, 2002

            99    Press Release dated May 30, 2002

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                                   SIGNATURES

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



                              QWEST COMMUNICATIONS INTERNATIONAL INC.



DATE:  June 11, 2002          By: /s/ YASH A. RANA
                                  ----------------------------------
                                  Yash A. Rana
                                  Vice President


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                                EXHIBIT INDEX


EXHIBIT NO.             DESCRIPTION

16                      Letter from Arthur Andersen LLP to the Securities and
                        Exchange Commission dated June 11, 2002

99.1                    Press Release dated May 30, 2002


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