Level 3 Signs Agreement Relating to the Conversion of $127.96M of 15% Convertible Senior Notes due 2013

Level 3 Communications, Inc. LVLT today announced that pursuant to a conversion agreement, Fairfax Financial Holdings Limited and certain of its affiliates and certain other investors have agreed to convert a total of $127,962,000 in aggregate principal amount of Level 3's 15% Convertible Senior Notes due 2013. Upon conversion, Level 3 will issue an aggregate of approximately 71 million shares of Level 3's common stock, representing the approximately 555.5556 shares per $1,000 note into which the notes are currently convertible. Level 3 will also pay an aggregate of $28,791,450 in cash, equivalent to $225 per $1,000 note, representing interest that would be due from conversion through maturity date. The shares of common stock to be issued under this agreement are exempt from registration pursuant to Section 3(a)(9) under the Securities Exchange Act of 1933, as amended. Following this conversion of notes, $272,038,000 aggregate principal amount of the 15% Convertible Senior Notes due 2013 will remain outstanding. The 15% Convertible Senior Notes due 2013 are not callable prior to maturity in June 2013.