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Local Operating Model / Premier Nationwide Network

Exhibit JF-1. CenturyLink. Qwest Fiber Network. Qwest. CenturyLink CLEC Service Area. CenturyLink IP / MPLS Core. Qwest Points of Presence. CenturyLink Fiber Network. Local Operating Model / Premier Nationwide Network. CenturyLink – Experienced Consolidator. 1997. 2009. 1998. 2005.

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Local Operating Model / Premier Nationwide Network

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  1. Exhibit JF-1 CenturyLink Qwest Fiber Network Qwest CenturyLink CLEC Service Area CenturyLink IP / MPLS Core Qwest Points of Presence CenturyLink Fiber Network Local Operating Model / Premier Nationwide Network

  2. CenturyLink – Experienced Consolidator 1997 2009 1998 2005 2000 2007 2002 Exhibit JF-2 Acquisition of Pacific Telecom, Inc.; 600k access lines in 12 states (doubled the size of CTL); $1.3 billion Acquired 490k access lines from GTE in AR, MO & WI; $1.5 billion Acquired 650k access lines from Verizon in AL & MO; $2 billion Acquisition of Madison River Com.; 165k access lines in 4 states; $830 million Acquired 89k access lines from Ameritech in WI; $221 million Sold Wireless Properties to Alltel;$1.6 billion Acquired fiber assets in 2003 & 2005 to enhance LightCore; $120 million Acquired Embarq Corporation; 5.4m access lines; (more than tripling the size of CTL)$11.6 billion

  3. Integration Timelines Exhibit JF-3 Embarq Transaction • July 1 - • Transaction close • CenturyLink region operating model launch YE 2010~ 50% customer conversioncompletion target 3Q 2011~ 100% customer conversion completion target 2009 2010 2011 2012 • October 2009 - • Financial & HR systems conversion • Brand Launch • OH customer conversion • May 2010 - • ~ 25% Customer conversions complete (OH & NC) 1H 2011 ~100% LD trafficmigration target Integration process continues Anticipate 1H2011 transaction close Qwest Transaction 2011 2012

  4. Exhibit JF-4 CenturyLink Operating Model • RVP/GM Structure • Area Ops Manager • Area Plant Supervisors • Technicians • Community Focus • Local Consumer Distribution: • - Retail stores • - Door to Door Sales • - Multi Dwelling Unit Sales SegmentProduct Roadmap/ Plans Market Plans Service Delivery Market IntelligenceP&L Sales & Service Fulfillment Customer Experience/Life Cycle Repair Network Surveillance Operations Support Enterprise Strategy, Sales &Fulfillment Proven Go-to-Market Service Delivery Model 4

  5. CenturyLink Region Headquarters GM Location Regional/General Manager Operating Model Exhibit JF-5 North-East RegionHQ: Lacrosse, WI Mid-Atlantic RegionHQ: Wake Forest (Raleigh), NC Western RegionHQ: Las Vegas, NV South-Central RegionHQ: Wentzville (St. Louis), MO Southern RegionHQ: Apopka (Orlando), FL

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