Qwest Communications International, Inc.
Ticker:QWST 555 Seventeenth Street, Suite 1000
Exchange:New York Stock Exchange Denver, CO 80202
Industry:Transportation (SIC Code 4813) (303) 291-1400

Offering Information
Type of Shares:Common Shares Filing Date:4/18/97
U.S. Shares:11,500,000 Offer Date:6/23/97
Non-U.S. Shares:2,000,000 Filing Range:$17.00 - $20.00
Primary Shares:13,500,000 Offer Price:$22.00
Secondary Shares:0 Gross Spread:$1.32
Offering Amount: $249,750,000 Selling:$0.80
Expenses: - Reallowance:$0.10
Shares Out After: -

Primary Underwriting Group
ManagerTierPhone
Salomon Brothers Inc.Lead Manager (212) 783-2947
Donaldson, Lufkin & Jenrette Securities Corp.Co-manager (212) 371-0641
Goldman, Sachs & Co.Co-manager (212) 902-5959
Merrill Lynch & Co.Co-manager (212) 449-4600

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Holme Roberts & Owen
Bank's Law Firm: Shearman & Sterling
Auditor: KPMG Peat Marwick

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/96 12/31/96
Revenue:$231.00Assets:$264.26
Net Income:-$6.97Curr Assets:
EPS:Liabilities:$254.82
Prior EPS:Curr Liabilities:
Cash Flow/Oper:$32.52Equity:$9.44
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company is a facilities-based provider of communications services to interexchange carriers and other communications entities and to businesses and consumers, and it constructs and installs fiber optic communications systems for interexchange carriers The company is expanding its existing long distance network into an approximately 13,000route mile coast-to-coast, technologically advanced, fiber optic telecommunications network. The company will employ, throughout substantially all of the Qwest Network, a self-healing SONET ring architecture equipped with the most advanced commercially available fiber manufactured by Lucent Technologies together with advanced transmission electronics. The Qwest Network's advanced fiber and transmission electronics are expected to provide the company with lower installation, operating and maintenance costs than older fiber systems generally in commercial use today.

Use of Proceeds
The proceeds from the proposed offering will be used to fund capital expenditures required to construct the Qwest Network and purchase fiber cable and other materials, including electronic equipment necessary to light the segments of the Qwest Network and also repay outstanding advances from the Parent company.

©1997 IPO Data Systems, Inc. - All rights reserved.