8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                        Date of Report: February 20, 2001


                                 BROADWING INC.
             (Exact name of registrant as specified in its charter)


           Ohio                           1-8519                 31-1056105
(State or other jurisdiction     (Commission File Number)       (IRS Employer
     of incorporation)                                       Identification No.)


          201 East Fourth Street
             Cincinnati, Ohio                                      45202
(Address of principal executive offices)                         (Zip Code)


       Registrant's telephone number, including area code: (513) 397-9900



FORM 8-K                                                          BROADWING INC.


ITEM 5. OTHER EVENT.

     On February 20, 2001, Broadwing Inc. (NYSE:BRW) announced a reorganization
of the activities of several of its Cincinnati based subsidiaries, including
Cincinnati Bell Telephone Company, Cincinnati Bell Wireless Company, Cincinnati
Bell Any Distance Inc. and Cincinnati Bell Directory Inc. The reorganization is
intended to create one centralized Cincinnati Bell presence for its customers.
In connection with this reorganization, a dedicated product development team has
been created to develop new solutions based on customer needs, the size of the
reorganized units' sales force will be significantly increased, and there has
been a 3% reduction in the number of support positions across the separate
subsidiaries, primarily in areas such as finance, accounting, engineering and
administration. Employees whose positions have been eliminated have been
provided severance packages and career assistance.

     The foregoing events will result in a non-recurring restructuring charge of
approximately $10 million.

     In addition, on February 21, 2001, Broadwing Inc. announced that Jeffrey C.
Smith, Chief Legal and Administrative Officer, would assume the duties of
General Counsel and Corporate Secretary, effective immediately. In addition
to serving as General Counsel and Corporate Secretary, Mr. Smith will
continue to oversee all regulatory, public affairs, human resources,
administration and legal departments for Broadwing. Mr. Smith succeeds former
General Counsel and Corporate Secretary Thomas E. Taylor, who has retired
from the company.

     A copy of the press releases regarding the foregoing events are attached as
exhibits.



ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

     (C)

          (i)  Exhibit 99(i) - Press Release of Broadwing Inc. dated February
               20, 2001.

          (ii) Exhibit 99(ii) - Press Release of Broadwing Inc. dated February
               21, 2001.



                                   SIGNATURES


     Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                     BROADWING INC.


                                     By: /s/ Jeffrey C. Smith
                                         --------------------------------------
                                         Jeffrey C. Smith
                                         General Counsel and Corporate Secretary



Date: February 23, 2001

EX-99.I

FOR IMMEDIATE RELEASE

MEDIA CONTACT:                          INVESTOR CONTACT:
Tressie Long                            Matt Booher
Cincinnati Bell                         Broadwing
513-397-5890                            513-397-9904
tressie.long@broadwing.com              matt.booher@broadwing.com


                     CINCINNATI BELL UNITES FOR THE CUSTOMER
   SEPARATE PRODUCT ORGANIZATIONS COMBINED TO IMPROVE SERVICE AND SPEED SALES


CINCINNATI, OH - February 20, 2001 - Cincinnati Bell, a wholly owned subsidiary
of Broadwing Inc. (NYSE: BRW), today announced a new way of running its business
that will allow the company to better serve its customers while positioning the
company for continued growth. The new customer-centric structure coordinates the
activities of several separate Cincinnati Bell organizations, including
Cincinnati Bell Telephone, Cincinnati Bell Wireless, Cincinnati Bell Any
Distance and Cincinnati Bell Directory, to create one centralized Cincinnati
Bell presence for the customer.

     "At Cincinnati Bell, our mission is to provide the best means for people
and businesses to connect. The customer comes first," said Jack Cassidy,
president and chief operating officer of Cincinnati Bell. "In moving to this new
way of business, we have listened carefully to the expectations and opinions of
customers and employees. Today, we are simplifying customer interactions and
announcing changes that will create one Cincinnati Bell presence for our
customers."

     The process of uniting the activities of the Cincinnati Bell units began
when Cassidy was appointed president and chief operating officer last May.
Building on Cincinnati Bell's record-breaking successes with new product
offerings and maximizing Cincinnati Bell's industry leading reputation for
customer service, Cassidy launched a customer advisory board, gaining knowledge
and insight directly from the customer, and began a change acceleration process
designed to explore ways to grow the business and become more customer focused.

                                     -MORE-


Cincinnati Bell, page 3 of 2
February 20, 2001


     Cincinnati Bell's new business structure is just one of the results. Others
include a dedicated product development team that creates new solutions based on
customer needs, a significant increase in the size of the sales force, and a
three percent reduction of positions in areas such as finance, accounting,
engineering, and administration which existed in separate business units. For
employees whose positions have been eliminated by the new structure, Cincinnati
Bell is providing severance packages and career assistance.

     These events will result in a non-recurring restructuring charge of
approximately $10 million.

     "Cincinnati Bell's growth is dependent upon how well we serve our
customers. And we believe customers are going to really appreciate the new
Cincinnati Bell," said Cassidy. "Not only will customers continue to see new
innovations from Cincinnati Bell, but they will see the results of a company
acting as one - one bill, one voice, one service representative, and better
value on all products and services."

                                       ###

ABOUT CINCINNATI BELL AND BROADWING INC.

     Cincinnati Bell is a wholly owned subsidiary of Broadwing Inc. (NYSE: BRW).
Broadwing combines unparalleled customer service with the industry's most
advanced and flexible 18,000-mile next-generation fiber optic network and
award-winning IP backbone, to create data and Internet solutions that are
innovative, reliable, and provide businesses a competitive advantage. Broadwing
will be the first provider with a fully deployed optical network and sets the
standard for customer accountability with the industry's only Installation
Guarantee. Headquartered in Cincinnati, Ohio and Austin, Texas with 6,000
employees in 56 sales and service offices across the country, Broadwing can be
found on the Web at www.broadwing.com.

EX-99.II

[LOGO]

                                                                   Press Release
- --------------------------------------------------------------------------------
Media Contact:

Thomas Osha
(513) 397-7316
tom.osha@broadwing.com


    BROADWING NAMES JEFFREY C. SMITH GENERAL COUNSEL AND CORPORATE SECRETARY

          COMMUNICATIONS PROVIDER ALSO CONSOLIDATES SUPPORT OPERATIONS
                             UNDER SEASONED LEADER

CINCINNATI, OH - FEBRUARY 21, 2001 - Broadwing Inc. (NYSE: BRW), today announced
that Jeffrey C. Smith, Chief Legal and Administrative Officer, would assume the
duties of General Counsel and Corporate Secretary, for the next-generation
communications leader, effective immediately.

"Jeff has been an integral part of building Broadwing and I look forward to
having his intellect, talent, and energy continue to drive our momentum as he
expands his leadership role in our company," said Rick Ellenberger, Broadwing's
president and CEO.

Smith, who in 1997 joined IXC Communications, which merged with Cincinnati Bell
in 1999 to create Broadwing, will report directly to Ellenberger. In addition to
serving as General Counsel and Corporate Secretary, Smith will oversee all
regulatory, public affairs, human resources, administration, and legal
departments for Broadwing. Smith succeeds, as General Counsel and Corporate
Secretary, Thomas Taylor, who has retired as an officer from the company.

Prior to coming to Broadwing, Smith spent 11 years in various leadership
positions at The Times Mirror Company, including: Associate General Counsel &
Assistant Secretary, Vice President of Planning and Development, for one of the
company's divisions, and as General Counsel to the Baltimore Sun newspaper.
Prior to 1985, Smith was employed for seven years in private law practice as a
trial and business attorney.

Smith holds a M.B.A. from Pepperdine University, a J.D. from the University of
California, Hastings College of the Law in San Francisco and a B.S. from Lewis
and Clark College. He is a member of the American Society of Corporate
Secretaries and the Texas General Counsel Association.

ABOUT BROADWING

     Broadwing Inc. (NYSE: BRW) combines unparalleled customer service with the
industry's most advanced and flexible 18,500 mile next-generation fiber optic
network and award-winning IP backbone, to create data and Internet solutions
that are innovative, reliable, and provide businesses a competitive advantage.
Broadwing will be the first provider with a fully deployed optical network and
sets the standard for customer accountability with the industry's only
Installation Guarantee. Headquartered in Cincinnati, Ohio and Austin, Texas with
6,000 employees in 56 sales and service offices across the country, Broadwing
can be found on the Web at www.broadwing.com.

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