			Successor			Predecessor

			Year Ended December 31, 2011			Year Ended December 31, 2010
	Interest Rates	Maturities
	Interest Rates	Maturities

			(Dollars in millions)
Notes(1)	6.500%-8.375%	2013-2051	$	4,647			4,786
Debentures	6.875%-7.750%	2014-2043		3,182			3,182
Capital lease and other obligations	Various	Various		176			198
Unamortized premiums (discounts)				320			(154	)

Total long-term debt				8,325			8,012

Less current maturities				(64	)		(871	)

Long-term debt, excluding current maturities			$	8,261			7,141

On October 4, 2011, we issued $950 million aggregate principal amount of our 6.75% Notes due 2021 in exchange for net proceeds, after deducting underwriting discounts and expenses, of $927 million. The notes are our senior unsecured obligations and may be redeemed, in whole or in part, at a redemption price equal to the greater of their principal amount or the present value of the remaining principal and interest payments discounted at a U.S. Treasury interest rate specified in the indenture agreement plus 50 basis points.

On September 21, 2011, we issued $575 million aggregate principal amount of our 7.50% Notes due 2051 in exchange for net proceeds, after deducting underwriting discounts and expenses, of $557 million. The notes are our senior unsecured obligations and may be redeemed, in whole or in part, on or after September 15, 2016 at a redemption price equal to 100% of the principal amount redeemed plus accrued and unpaid interest to the redemption date.

On June 8, 2011, we issued $661 million aggregate principal amount of our 7.375% Notes due 2051 in exchange for net proceeds, after deducting underwriting discounts and expenses, of $642 million. The notes are our unsecured obligations and may be redeemed, in whole or in part, on or after June 1, 2016 at a redemption price equal to 100% of the principal amount redeemed plus accrued and unpaid interest to the redemption date.

Until April 1, 2011, QCII had a revolving credit facility, which made available to us $1.035 billion of additional credit subject to certain restrictions. That credit facility was terminated in conjunction with CenturyLink's acquisition of QCII. In January 2011, CenturyLink entered into a new four-year revolving credit facility with various lenders (the "Credit Facility") that allows CenturyLink to borrow up to $1.700 billion for the general corporate purposes of itself and its subsidiaries. Up to $400 million of the Credit Facility can be used for letters of credit, which reduce the amount available for other extensions of credit. Interest is assessed on borrowings using the London Interbank Offered Rate ("LIBOR") plus an applicable margin between 0.5% and 2.5% per annum depending on the type of loan and CenturyLink's then-current senior unsecured long-term debt rating. As of the successor date of December 31, 2011, CenturyLink had approximately $277 million and $129 million outstanding under the Credit Facility and the separate letter of credit arrangement, respectively. We are not guarantors of the Credit Facility or any other debt obligations of our affiliates.

In April 2009, we issued approximately $811 million aggregate principal amount of 8.375% Notes due 2016. We used the net proceeds, after deducting underwriting discounts and expenses, of $738 million for general corporate purposes, including repayment of indebtedness and funding or refinancing investments in our telecommunication assets. The notes are unsecured obligations and rank equally in right of payment with all other unsecured and unsubordinated indebtedness. The covenant and default terms are substantially the same as those associated with our other long-term borrowings.

In October 2011, we used the net proceeds of $927 million from the October 4, 2011 debt issuance, together with the $557 million of net proceeds received from the September 21, 2011 debt issuance described above and available cash, to redeem the $1.5 billion aggregate principal amount of our 8.875% Notes due 2012 and to pay all related fees and expenses, which resulted in an immaterial loss.

In June 2011, we used the net proceeds of $642 million from the June 8, 2011 debt issuance, together with available cash, to redeem $825 million aggregate principal amount of our 7.875% Notes due 2011 and to pay related fees and expenses, which resulted in an immaterial loss.

In June 2010, we paid at maturity the $500 million aggregate principal amount of our 6.95% Term Loan due 2010.

Aggregate maturities of our long-term debt (excluding unamortized premiums, discounts, and other):

	(Dollars in millions)

2012	$	64
2013		805
2014		634
2015		420
2016		812
2017 and thereafter		5,270

Total notes and debentures	$	8,005

Interest expense includes interest on long-term debt and capital lease obligations. The following table presents the amount of gross interest expense, net of capitalized interest:

	Successor			Predecessor

	Nine Months Ended December 31, 2011			Three Months Ended March 31, 2011			Year Ended December 31, 2010			Year Ended December 31, 2009

	(Dollars in millions)
Interest expense on long-term debt:
Gross interest expense	$	304			153			627			642
Capitalized interest		(5	)		(3	)		(12	)		(10	)

Total interest expense on long-term debt	$	299			150			615			632

The indentures governing our notes contain certain covenants including, but not limited to: (i) a prohibition on certain liens on our assets; and (ii) a limitation on mergers or sales of all, or substantially all, of our assets, which limitation requires that a successor assume the obligation with regard to these notes. These indentures do not contain any cross-default provisions. We were in compliance with all of the provisions and covenants of our debt agreements as of the successor date of December 31, 2011.