Qwest Reports Breakthrough First Quarter Results; EPS Positive; Margin Expansion; Improved Year-over-Year Revenue

-- Positive Earnings Per Share

-- Adjusted EBITDA Margin Advances to 30.7 Percent(a)

-- Fourth Consecutive Quarter of Year-Over-Year Revenue Improvement

-- Free Cash Flow(a) -- Before Anticipated, One Time Items -- On Track

Qwest Communications International Inc. (NYSE: Q) today reportedsolid first quarter results highlighted by positive earnings pershare, revenue growth, and continued margin expansion. For thequarter, Qwest reported earnings of $88 million, or $0.05 per fullydiluted share, compared with $57 million, or $0.03 per share, in thefirst quarter 2005, which included a $257 million, or $0.14 per share,gain on the sale of wireless assets.

"Qwest has started the year with strong momentum, posting bothsolid operating and financial performance for the first quarter andachieving important operating milestones resulting in positiveearnings per share," said Richard C. Notebaert, Qwest chairman andCEO.

Financial Results

Qwest's first quarter revenue of $3.5 billion increased 0.8percent compared to the first quarter a year ago. Revenue trendsimproved as a result of strong sales within Qwest's portfolio of massmarket bundles and growth products, including high-speed Internet,advanced data products, long distance and wireless.

"Revenue growth, improved ARPU and continued cost containment haveresulted in a 200 basis point improvement first quarter over firstquarter in our adjusted EBITDA moving the margin to 31 percent," saidOren G. Shaffer, Qwest vice chairman and CFO.

Qwest's operating expenses declined 4 percent to $3.1 billion forthe first quarter of 2006 over the first quarter of 2005 as a resultof improvement in productivity and operating efficiencies,optimization initiatives in facility costs and lower depreciation.

Capital Spending, Cash Flow and Interest

First quarter capital expenditures totaled $390 million, comparedto $313 million in the first quarter of 2005, with a continuedincrease in the proportion spent on broadband, enabling higher speedsand footprint expansion. Capital spending in 2006 is expected to be ator slightly above 2005 levels as the company continues to focus in adisciplined fashion on investment in key growth areas and to supportthe highest service levels.

Free cash flow benefited from improved operating results, offsetby anticipated seasonal and one-time items in the quarter. Cashgenerated from operations was $140 million in the first quarter, whichincludes a one-time previously announced payment of $100 million forshareholder litigation, as well as $250 million related to employeebonuses and payroll timing. Qwest continues to expect to grow freecash flow by an incremental $450 to $600 million in 2006 (beforeone-time payments), benefiting primarily from improved operatingresults and reduced interest expense.

Interest expense totaled $296 million for the first quartercompared to $381 million in the year-ago quarter. As a result ofsuccessfully tendering for and retiring high coupon legacy debt in thefourth quarter of last year, interest expense is expected to bereduced by approximately $300 million in 2006.

Balance Sheet Update

The company ended the quarter with total debt of $15.4 billion, adecline of $1.9 billion compared with the first quarter a year ago,and $740 million in cash and short-term investments.

Operational Highlights

Qwest's improved revenue trends included operational progress inthe following key growth areas:

Customer Connections

Qwest's customer connections - which include consumer andsmall-business primary and secondary access lines, high-speed Internetsubscribers, wireless and video customers - grew 253,000 from theyear-ago quarter, marking the third sequential quarterly increase.Customer connections were up over 330,000 since new bundling andlocalized sales initiatives began in May 2005.

Total retail line losses improved to a decline of 4.2 percentyear-over-year, compared to a decline of 5.3 percent a year ago,excluding 53,000 UUnet and affiliate disconnects in the prior year.Continued and anticipated pressure from the decline in the number ofaccess lines resold by Qwest's competitors offset the improvement. Asa result, total switched access lines declined 4.8 percent from a yearago, excluding the disconnects referenced above.

Qwest maintained its leadership role in working with wholesalecustomers by signing commercially negotiated agreements on thecompany's Qwest Platform Plus contracts. However, wholesale linelosses continued from competitive pressures and technologysubstitution.

High-Speed Internet

Growing demand for Qwest High-Speed Internet was a highlight forthe quarter. The company added 198,000 high-speed Internet lines inthe first quarter, which includes 18,000 subscribers added in previousperiods but not recognized in prior subscriber counts. The companybenefited from strong demand, particularly in the conversion ofcustomers from dial-up to broadband, as well as reduced churn. Theserecord net additions brings the total subscribers to 1.7 million - a13 percent increase sequentially and a 50 percent increaseyear-over-year. The company's mass markets data and Internet revenuesincreased 11 percent sequentially and 34 percent year-over-year. Thecompany sees a significant potential revenue opportunity by increasingthe current broadband penetration to industry benchmark levels.

Qwest continued to invest in its high-speed Internet footprint, aswell as increase the speeds available to customers. Currently, 78percent of Qwest's households are eligible for broadband services, upfrom approximately 67 percent at the end of 2004. About 98 percent ofqualified households are able to purchase broadband speeds of 1.5 Mbpsor greater and more than 50 percent are able to purchase service atspeeds in excess of 3.0 Mbps. In addition to its focus on availabilityand speeds, Qwest was able to increase retention by devoting attentionto the customer service and support experience.

In the quarter, Qwest announced a new home and small-businessmodem-based wireless networking solution that included availability ofextended around-the-clock customer support and service. The solutiondelivers customers a second layer of security, as well as a selectionof applications, including remote access and content control options.

Bundles

Qwest has been rewarded for its aggressive focus on bundlepackaging and sales. Since the launch of new bundles a year ago,followed by targeted incentives and promotional initiatives, thecompany has significantly increased the number of products availablein its bundled offerings. Sales of voice packages plus three productsare up over 100 percent, and sales of packages plus four products areup nearly seven times since launch. Customer demand for value-addedservices has contributed to increased consumer average monthly revenueper wireline customer by 6 percent to $49 from $46 a year ago.

Qwest's full-featured bundled offering includes high-speedInternet access, a national wireless offering, local and long-distanceservice and integrated TV services through Qwest's own ChoiceTV or itsmarketing alliance with DIRECTV, Inc. The company's bundle penetrationincreased to 53 percent in the quarter, compared to 47 percent a yearago.

In-Region Long-Distance

Long-distance penetration of total retail lines increased to 38percent in the first quarter, compared to 34 percent a year ago. Qwestincreased total long-distance lines by 46,000 in the quarter. Thecompany ended the quarter with more than 4.8 million long-distancelines, a 5 percent increase over a year ago.

Wireless

Wireless revenue grew 10 percent compared to the prior year as aresult of promotions and successful bundling efforts. Qwest saw thefourth sequential quarter of growth in its wireless subscribers. Thecompany's subscriber base grew by 14,000 in the quarter, bringingtotal wireless subscribers to 784,000. The company continues tobenefit from wireless in the bundle with approximately 75 percent ofwireless subscribers on an integrated bill with at least one otherservice. This has contributed to significantly lower churn this year.

Qwest's data and enhanced features are driving higher wirelessARPU, which increased 9 percent to $50 from $46 a year ago. Thecompany continues to focus on adding wireless data subscribers andapproximately 50 percent of new customers sign up for a data service.

DIRECTV(R) Alliance

Customer net additions for DIRECTV service grew 33 percent in thefirst quarter. Qwest and DIRECTV's strategic relationship allows Qwestto offer DIRECTV digital satellite television services to residentialcustomers across the Western United States.

Enterprise and Wholesale

Revenues from Qwest's enterprise channel, which includes businessand government customers, increased 3.3 percent over last year'sresults - a benefit of continued growth in data and IP sales. In thequarter, Qwest announced new or expanded networking and voice and dataagreements with NASA, Allina Hospitals and Clinics and the State ofWyoming.

Qwest is pleased the industry analyst community is beginning torecognize the company's progress. In the Forrester Research 2005 NorthAmerican MPLS Services Wave Report (Feb. 14, 2006), Forrester analystshighlighted Qwest's revenue and customer growth, and gave Qwest itstop ranking in overall MPLS strategy.

Qwest continued to advance its MPLS-based networking capabilitiesinto the marketplace with news that it would offer to its wholesalecustomers Qwest IP Solutions(TM) - a wide-area networking solutionthat simplifies complex data communications.

Special Items

See Attachment E for special items.

Conference Call Today

As previously announced, Qwest will host a conference call forinvestors and the media today at 9 a.m. EDT with Richard C. Notebaert,Qwest chairman and CEO, and Oren G. Shaffer, Qwest vice chairman andCFO. The call can be heard on the Web atwww.qwest.com/about/investor/events.

About Qwest

Qwest Communications International Inc. (NYSE: Q), through itsoperating subsidiaries, is a leading provider of high-speed Internet,data, video and voice services. With nearly 40,000 employees, Qwest iscommitted to the "Spirit of Service" and providing world-classservices that exceed customers' expectations for quality, value andreliability. For more information, please visit the Qwest Web site atwww.qwest.com.

Forward-Looking Statement Note

This release may contain projections and other forward-lookingstatements that involve risks and uncertainties. These statements maydiffer materially from actual future events or results. Readers arereferred to the documents filed by us with the Securities and ExchangeCommission, specifically the most recent reports which identifyimportant risk factors that could cause actual results to differ fromthose contained in the forward-looking statements, including but notlimited to: access line losses due to increased competition, includingfrom technology substitution of our access lines with wireless andcable alternatives, among others; our substantial indebtedness, andour inability to complete any efforts to de-lever our balance sheetthrough asset sales or other transactions; any adverse outcome of thecurrent investigation by the U.S. Attorney's office in Denver intocertain matters relating to us; adverse results of increased reviewand scrutiny by regulatory authorities, media and others (includingany internal analyses) of financial reporting issues and practices orotherwise; rapid and significant changes in technology and markets;any adverse developments in commercial disputes or legal proceedings,including any adverse outcome of current or future legal proceedingsrelated to matters that are or were the subject of governmentalinvestigations, and, to the extent not covered by insurance, if any,our inability to satisfy any resulting obligations from fundsavailable to us, if any; potential fluctuations in quarterly results;volatility of our stock price; intense competition in the markets inwhich we compete including the likelihood of certain of ourcompetitors consolidating with other providers; changes in demand forour products and services; acceleration of the deployment of advancednew services, such as broadband data, wireless and video services,which could require substantial expenditure of financial and otherresources in excess of contemplated levels; higher than anticipatedemployee levels, capital expenditures and operating expenses; adversechanges in the regulatory or legislative environment affecting ourbusiness; changes in the outcome of future events from the assumedoutcome included in our significant accounting policies; and ourability to utilize net operating losses in projected amounts.

The information contained in this release is a statement ofQwest's present intention, belief or expectation and is based upon,among other things, the existing regulatory environment, industryconditions, market conditions and prices, the economy in general andQwest's assumptions. Qwest may change its intention, belief orexpectation, at any time and without notice, based upon any changes insuch factors, in Qwest's assumptions or otherwise. The cautionarystatements contained or referred to in this release should beconsidered in connection with any subsequent written or oralforward-looking statements that Qwest or persons acting on its behalfmay issue. This release may include analysts' estimates and otherinformation prepared by third parties for which Qwest assumes noresponsibility.

Qwest undertakes no obligation to review or confirm analysts'expectations or estimates or to release publicly any revisions to anyforward-looking statements and other statements to reflect events orcircumstances after the date hereof or to reflect the occurrence ofunanticipated events.

By including any information in this release, Qwest does notnecessarily acknowledge that disclosure of such information isrequired by applicable law or that the information is material.

The Qwest logo is a registered trademark of Qwest CommunicationsInternational Inc. in the U.S. and certain other countries.

(a) See attachment F for Non GAAP Reconciliation
ATTACHMENT A

QWEST COMMUNICATIONS INTERNATIONAL INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(DOLLARS IN MILLIONS, SHARES IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)

Three Months Ended
March 31,
---------------------
%
2006 2005 Change
---------- ---------- --------

Operating revenue $3,476 $3,449 0.8%
Operating expenses:
Cost of sales (exclusive of
depreciation and amortization) 1,417 1,439 (1.5)%
Selling, general and administrative 1,014 1,036 (2.1)%
Depreciation and amortization 691 774 (10.7)%
---------- ----------
Total operating expenses 3,122 3,249 (3.9)%
---------- ----------
Other expense--net:
Interest expense--net 296 381 (22.3)%
Other (income) expense--net (28) 15 nm
Gain on sale of assets -- (257) nm
---------- ----------
Total other expense--net 268 139 92.8%
---------- ----------

Income before income taxes 86 61 41.0%
Income tax benefit (expense) 2 (4) nm
---------- ----------
Net income $88 $57 54.4%
========== ==========

Basic and diluted income per share $0.05 $0.03 66.7%
========== ==========

Basic weighted-average shares
outstanding 1,874,313 1,816,758 3.2%
========== ==========
Diluted weighted-average shares
outstanding 1,911,376 1,822,377 4.9%
========== ==========


----------------------------------------------------------------------
nm -- percentages greater than 200% and comparisons from positive to
negative values or to zero values are considered not meaningful.

ATTACHMENT B

QWEST COMMUNICATIONS INTERNATIONAL INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(DOLLARS IN MILLIONS)
(UNAUDITED)


March 31, December 31,
2006 2005
------------ ------------

ASSETS
Current assets:
Cash and cash equivalents $610 $846
Short-term investments 130 101
Other current assets 2,284 2,217
------------ ------------
Total current assets 3,024 3,164
Property, plant and equipment--net, and other
assets 18,102 18,333
------------ ------------
Total assets $21,126 $21,497
============ ============


LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Current borrowings $604 $512
Accounts payable and other current
liabilities 3,343 3,723
------------ ------------
Total current liabilities 3,947 4,235
Long-term borrowings--net 14,834 14,968
Other long-term liabilities 5,405 5,511
------------ ------------
Total liabilities 24,186 24,714
Stockholders' deficit (3,060) (3,217)
------------ ------------
Total liabilities and stockholders' deficit $21,126 $21,497
============ ============
ATTACHMENT C

QWEST COMMUNICATIONS INTERNATIONAL INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(DOLLARS IN MILLIONS)
(UNAUDITED)


Three Months Ended
March 31,
---------------------
2006 2005
----------- ---------

Cash provided by operating activities $140 $343
=========== =========

Cash used for investing activities $(392) $(86)
=========== =========

Cash provided by (used for) financing activities $16 $(2)
=========== =========

(Decrease) increase in cash and cash equivalents $(236) $255
=========== =========
ATTACHMENT D

QWEST COMMUNICATIONS INTERNATIONAL INC.
SELECTED CONSOLIDATED DATA
(DOLLARS IN MILLIONS)
(UNAUDITED)

As of and for the
Three Months Ended
March 31,
%
2006 2005 Change
--------- --------- --------
OPERATING REVENUE (1)
Wireline services revenue
Voice services
Local voice
Business $316 $323 (2.2)%
Mass markets 1,028 1,061 (3.1)%
Wholesale 176 197 (10.7)%
--------- ---------
Total local voice 1,520 1,581 (3.9)%
Long-distance
Business 144 147 (2.0)%
Mass markets 155 135 14.8%
Wholesale 271 276 (1.8)%
--------- ---------
Total long-distance 570 558 2.2%
Access services 146 161 (9.3)%
--------- ---------
Total voice services 2,236 2,300 (2.8)%
--------- ---------
Data and Internet services
Business 588 544 8.1%
Mass markets 191 143 33.6%
Wholesale 312 325 (4.0)%
--------- ---------
Total data and Internet 1,091 1,012 7.8%
--------- ---------
Total wireline services revenue 3,327 3,312 0.5%
Wireless services revenue 139 126 10.3%
Other services revenue 10 11 (9.1)%
--------- ---------
Total operating revenue $3,476 $3,449 0.8%
========= =========
Capital expenditures (in millions) (2) $390 $313 24.6%
Total employees 38,737 40,613 (4.6)%
Consumer revenue: (3) $1,136 $1,119 1.5%
ARPU (in dollars) $48.55 $45.79 6.0%
In-Region long distance lines (in
thousands) 4,824 4,590 5.1%
High-speed Internet:
Subscribers (in thousands) (4) 1,678 1,122 49.6%
Qualified households/businesses (in
millions) 7.2 6.6 9.1%
Wireless/PCS: (5)
Total wireless services revenue $139 $126 10.3%
End of period subscribers (in thousands) 784 743 5.5%
ARPU (in dollars) $50 $46 8.7%
Access lines (in thousands): (6)
Business access lines
Retail lines 2,946 3,086 (4.5)%
Resold lines 1,667 1,848 (9.8)%
--------- ---------
Total business access lines 4,613 4,934 (6.5)%
--------- ---------
Mass markets access lines
Consumer primary lines 7,749 8,107 (4.4)%
Consumer additional lines 876 1,024 (14.5)%
Small business lines 1,308 1,274 2.7%
--------- ---------
Total mass markets access lines 9,933 10,405 (4.5)%
--------- ---------
Total access lines 14,546 15,339 (5.2)%
========= =========



ATTACHMENT D
(CONTINUED)

QWEST COMMUNICATIONS INTERNATIONAL INC.
SELECTED CONSOLIDATED DATA
(DOLLARS IN MILLIONS)
(UNAUDITED)

As of and for the
Three Months Ended
March 31,
-------------------
%
2006 2005 Change
--------- --------- --------
Mass markets retail connections (in
thousands):
Mass markets access lines 9,933 10,405 (4.5)%
High-speed Internet subscribers (4) 1,678 1,122 49.6%
Video subscribers 228 100 128.0%
Wireless subscribers 784 743 5.5%
--------- ---------
Total mass markets retail connections 12,623 12,370 2.0%
========= =========
Minutes of use from carriers and
CLECs (in Millions) 12,442 13,280 (6.3)%


ATTACHMENT D
(CONTINUED)

QWEST COMMUNICATIONS INTERNATIONAL INC.
SELECTED CONSOLIDATED DATA
(DOLLARS IN MILLIONS)
(UNAUDITED)


(1) Product revenue categories have been adjusted for current period
presentation.

(2) Capital expenditures exclude assets acquired through capital
leases.

(3) Consumer ARPU (Average Revenue Per Unit) is measured as consumer
revenue in the period divided by the average number of primary
access lines for the period. We believe this metric can be a
useful measure of the revenue performance of our consumer business
within our mass markets channel on a per-customer basis. We use
ARPU internally to assess the revenue performance of our consumer
business within our mass markets channel and the impact on this
business of periodic customer initiatives and product roll-outs.
ARPU is not a measure determined in accordance with accounting
principles generally accepted in the United States of America, or
GAAP and should not be considered as a substitute for our wireline
services segment revenue or any other measure determined in
accordance with GAAP.

(4) Total High-speed Internet subscribers does not include out-of-
region subscribers. Included in the 2006 high-speed Internet count
are 18,000 subscribers which relate to 2005 and 2004 activity and
have not been previously reported. If they had been included in
2005, the subscriber count and the percentage change would have
been 1,126 and 49.0%, respectively.

(5) Wireless ARPU (Average Revenue Per Unit) is measured as the
recurring portion of our wireless services revenue stream
attributed to subscribing customers (plus certain activation fees)
divided by the average number of subscribers for the period. We
believe this metric can be a useful measure of the revenue
performance of our wireless business on a per-customer basis. We
use ARPU internally to assess the revenue performance of our
wireless business and the impact on this business of periodic
customer initiatives and product roll-outs. ARPU is not a measure
determined in accordance with GAAP and should not be considered as
a substitute for our wireless services segment revenue or any
other measure determined in accordance with GAAP. Beginning in
2004, Wireless ARPU includes surcharges for the recovery of costs
associated with providing number portability and wireless 911
services.

Three Months Ended
March 31,
-------------------
%
2006 2005 Change
--------- --------- --------
ARPU is calculated as follows:
Total quarterly wireless services
revenue (in millions) $139 $126 10.3%
Less: quarterly non-recurring revenue
(in millions) (22) (23) (4.3)%
--------- ---------
Quarterly recurring revenue (in
millions) $117 $103 13.6%
--------- ---------
Average monthly recurring revenue (in
millions) 39 34 14.7%
--------- ---------
Divided by quarterly average wireless
services subscribers (in thousands) 778 745 4.4%
--------- ---------
Wireless services ARPU (in dollars) $50 $46 8.7%
========= =========

(6) We modified the classification of our access lines during the
fourth quarter of 2005 in our effort to better approximate our
revenue channels. Resold lines includes UNE-P lines, unbundled
loops, resale lines and public pay phone lines. Business retail
access lines at December 31, 2005, reflect a decline of 32,000
lines in the fourth quarter related to affiliate disconnects as
well as 23,000 line and 21,000 line disconnects in the first
quarter and second quarter of 2005, respectively, related to
UUNet.

ATTACHMENT E

QWEST COMMUNICATIONS INTERNATIONAL INC.
SELECTED CONSOLIDATED DATA
(DOLLARS IN MILLIONS)
(UNAUDITED)


Three Months Ended
March 31,
-------------------
2006 2005
--------- ---------

SPECIAL ITEMS:
Operating expenses:
Restructuring, realignment and severance related
costs (SG&A) $(22) $(15)
--------- ---------
Subtotal operating expenses (22) (15)
Other expense--net:
Gain on sale of assets -- 257
--------- ---------
Subtotal other expense--net -- 257
--------- ---------
Total special items--(charges)/benefits $(22) $242
========= =========
ATTACHMENT F

QWEST COMMUNICATIONS INTERNATIONAL INC.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(DOLLARS IN MILLIONS)
(UNAUDITED)

As of and for the
Three Months Ended
March 31,
----------------------
2006 2005
----------- ----------
Segment Income:
Operating revenue $3,476 $3,449
Cost of sales (exclusive of depreciation and
amortization) (1,417) (1,439)
Selling, general and administrative (1,014) (1,036)
----------- ----------
Segment income $1,045 $974
=========== ==========

EBITDA--as adjusted: (1)
EBITDA--as adjusted $1,067 $989
Less: Restructuring, realignment and severance
related costs (22) (15)
----------- ----------

EBITDA: (1)
EBITDA $1,045 $974
Depreciation and amortization (691) (774)
Total other expense--net (268) (139)
Income tax benefit (expense) 2 (4)
----------- ----------
Net income $88 $57
=========== ==========

EBITDA Margin: (1)
EBITDA $1,045 $974
----------- ----------
Divided by total operating revenue 3,476 3,449
----------- ----------
EBITDA Margin 30.1% 28.2%
=========== ==========

EBITDA Margin--as adjusted: (1)
EBITDA--as adjusted $1,067 $989
----------- ----------
Divided by total operating revenue 3,476 3,449
----------- ----------
EBITDA margin--as adjusted 30.7% 28.7%
=========== ==========

Free Cash Flow from Operations: (2)
Cash provided by operating activities $140 $343
Less: Expenditures for property, plant and
equipment (390) (313)
----------- ----------
Free Cash Flow from Operations (250) 30
Add: One time settlement payments 100 --
----------- ----------
Free Cash Flow from Operations--as adjusted $(150) $30
=========== ==========

Net Debt: (3)
Current borrowings $604 $601
Long-term borrowings 14,834 16,691
----------- ----------
Total borrowings $15,438 $17,292

Less: Cash and cash equivalents (610) (1,406)
Less: Short-term investments (130) (966)
Less: Long-term investments -- (36)
----------- ----------
Net Debt $14,698 $14,884
=========== ==========

ATTACHMENT F
(CONTINUED)

QWEST COMMUNICATIONS INTERNATIONAL INC.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(DOLLARS IN MILLIONS)
(UNAUDITED)



(1) EBITDA, EBITDA Margin, Adjusted EBITDA, and Adjusted EBITDA Margin
are non-GAAP financial measures. Other companies may calculate
these measures (or similarly titled measures) differently. We
believe these measures provide useful information to investors in
evaluating our capital-intensive business because they reflect our
operating performance before the impacts of non-cash items and are
indicators of our ability to service debt, pay taxes and fund
discretionary spending such as capital expenditures. Management
also uses EBITDA for a number of purposes, including setting
targets for compensation and assessing the performance of our
operations.

EBITDA for the three months ended March 31, 2006 and 2005 includes
$22 and $15 in restructuring, realignment and severance related
costs, respectively.

(2) Free cash flow from operations is a non-GAAP financial measure
that indicates cash generated by our business after operating
expenses, capital expenditures and interest expense. We believe
this measure provides useful information to our investors for
purposes of evaluating our ability to satisfy our debt and other
mandatory payment obligations and because it reflects cash flows
available for financing activities, voluntary debt repayment and
to strengthen our balance sheet. This is of particular relevance
for our business given our highly leveraged position. We also use
free cash flow from operations internally for a variety of
purposes, including setting targets for compensation and budgeting
our cash needs. Free cash flow from operations is not a measure
determined in accordance with GAAP and should not be considered as
a substitute for "operating income" or "net cash provided by
operating activities" or any other measure determined in
accordance with GAAP. Due to the forward-looking nature of
expected free cash flow amounts for 2006, information to reconcile
this non-GAAP financial measure is not available at this time.

(3) Net Debt is a non-GAAP financial measure that is calculated as our
total borrowings (current plus long-term) less our cash, cash
equivalents and short and long-term investments. We believe net
debt is helpful in analyzing our leverage, and management uses
this measure in making decisions regarding potential financings.
Net debt is not a measure determined in accordance with GAAP and
should not be considered as a substitute for "current borrowings",
"long-term borrowings" or any other measure determined in
accordance with GAAP.