AUSTIN, Texas -- Broadwing Corp. (NASDAQ:BWNG) today announced that it has signed a definitive agreement to be acquired by Level 3 Communications, Inc. (NASDAQ:LVLT). Under the terms of the agreement, Level 3 will pay $8.18 in cash plus 1.3411 shares of Level 3 common stock for each share of Broadwing common stock outstanding at closing. Based on yesterday’s $5.32 closing price of Level 3’s common stock, each share of Broadwing stock would receive consideration equivalent to $15.31 per share. The actual value of the consideration received by Broadwing stockholders at closing will depend on Level 3’s share price at such time.

“Bringing together the resources and talents of Broadwing and Level 3 is an exciting opportunity for our company, allowing us to capitalize on the strengths of both companies and on advances in technology,” said Steve Courter, CEO of Broadwing Corporation. “The combination of our two operations will create a powerful company in the global telecommunications industry with strong growth potential.”

Closing is subject to customary conditions, including receipt of applicable state and federal regulatory approvals, and is also subject to the approval of the stockholders of Broadwing. Closing is expected to occur in the first quarter of 2007.

Level 3 Communications Inc. (NYSE: LVLT)