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STOCK INFORMATION: History of Qwest Stock

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Qwest

Initial Public Offering: June 24, 1997
        Opening Price: $5.50 (Split-Adjusted)

1998 Two-for-one stock split
        Record Date: February 24, 1998 (close price $71.40)

1999 Two-for-one stock split
        Record Date: May 24, 1999 (close price $84.00)

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Phoenix Network Inc.

Effective 3/30/98, each 1 common share became exchangeable for 0.0218 shares of Qwest Communications International, Inc. and cash-in-lieu (CIL) rate of $36.29. Holders of Phoenix were eligible for Qwest's 2-for-1 stock split (record 5/24/99) as well as prior exchanges.

Prior Exchanges of Phoenix

Commonwealth Cap Ltd
Effective 11/9/87, each 1 common share became exchangeable for 0.01 shares of Phoenix Network, Inc. Therefore, each 1 Commonwealth is exchangeable for 0.000218 shares of Qwest Communications International, Inc. and CIL rate of $36.29.

Americonnect Inc.
Effective 10/8/96, each 1 common share became exchangeable for .3605 shares of Phoenix Network, Inc. Therefore, each 1 Americonnect is exchangeable for 0.0078589 shares of Qwest Communications International, Inc. and CIL rate of $36.29.

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LCI International, Inc.

Effective 6/5/98, each, common share became exchangeable for 1.1661 shares of Qwest Communications International Inc. and CIL rate of $31.25. Holders of LCI were eligible for Qwest's 2-for-1 stock split (record 5/24/99), as well as prior exchanges.

Prior Exchanges of LCI

USLD Communications Corp.
Effective 12/22/98, each 1 common share became exchangeable for 0.75760 shares of LCI. Therefore, each 1 USLD is exchangeable for 0.8834 shares of Qwest Communications International, Inc. and CIL rate of $31.125

US Long Distance Corp.
• Effective 8/19/97, company changed name to USLD Communications Corp. ­ same exchange rate as USLD.
• Effective 2/15/91, each old common of US Long Distance Corp. became exchangeable for 1/3 new common. Therefore, the unexchanged US Long Distance became exchangeable for 0.3333 shares of USLD Communications Corp. on 8/19/97 and CIL rate of $2.09. Therefore, certificates dated 2/15/91 or earlier are exchangeable for 0.2944 shares of Qwest and CIL of $31.25.

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IconCMT

Effective 12/28/98, each outstanding share of Icon common stock became exchangeable for .3200 shares of Qwest common stock and cash in lieu of fractional shares. The exchange rate for each Icon share was determined by dividing $12 by $43.9693 -- the average of the daily volume weighted average of trading prices for Qwest common stock for the 15 consecutive trading day period ending on 12/28/98.

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US WEST

Effective 7/3/2000, each outstanding share of US WEST common stock became exchangeable for 1.72932 shares of Qwest common stock. Fractional shares sold at $54.254136551. The record date for the transaction was 6/30/2000, and the closing stock price for US WEST was 85.750 and Qwest was 50.000. On the effective date of 7/3/00, Qwest's opening stock price was $49.8125.

Prior Exchanges of U S WEST

U S WEST Comm Group / Media Group Split into 2 Companies (06/12/98)
Moving Dex from Media Group to U S WEST results in distribution of .02731 share of U S WEST for every one share of Media Group owned. Fractional share sold.
6/12/98 close price: U S WEST $50.500, Media Group $36.625

U S WEST Recapitalization (1995)
Distribution of one share of Media Group stock for every U S WEST share owned.
Ratio: US WEST - 59.82%; Media Group ­ 40.18%
Record Date: October 31, 1995 (close price $47.875)
Effective Date: November 1, 1995 (close price for U S WEST $29.250, Media Group $19.750)

1990    Two for one stock split
Record Date: April 19, 1990 (close price $72.500)
1986    Two for one stock split
Record Date: May 9, 1986 (close price $96.500)

AT&T Divestiture (1984)
Distribution of one share in each of the seven regional companies for every 10 shares of AT&T owned.
Record Date: December 31, 1983 (close price $55.625)
Effective Date: January 1, 1984 (close price $57.875)

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