CenturyLink Reports First Quarter 2013 Earnings

               CenturyLink Reports First Quarter 2013 Earnings

Achieved first quarter operating revenues of $4.51 billion; at top end of
guidance

Realized strong growth of 66,700 high-speed Internet subscribers during first
quarter 2013

Added 13,400[1] Prism™ TV subscribers during first quarter

Achieved Adjusted Diluted EPS[2] of $0.76 compared to $0.68 in first quarter
2012

Generated Free Cash Flow[2] of $1.0 billion, excluding special items and
integration-related capital expenditures

Repurchased 19.2 million shares for $682 million through May 7, 2013

PR Newswire

MONROE, La., May 8, 2013

MONROE, La., May 8, 2013 /PRNewswire/ --CenturyLink, Inc. (NYSE: CTL) today
reported strong operating revenues, operating cash flow and free cash flow for
first quarter 2013.

(Logo: http://photos.prnewswire.com/prnh/20090602/DA26511LOGO)

"CenturyLink reported strong financial results and achieved solid broadband
and Prism^TM TV customer growth in the first quarter, while continuing to see
good demand from businesses for high-bandwidth network and data hosting
services. Through the ongoing investment in our key strategic initiatives, we
are creating and capitalizing on organic growth opportunities across each of
our business segments.Our solid sales momentum over the past several quarters
continues to contribute toward our goal of top-line revenue stabilization in
2014," said Glen F. Post III, chief executive officer and president.

"We have implemented the organizational realignment announced in early January
focused primarily on strengthening our go-to-market strategy and service
delivery process for business customers and are beginning to see benefits from
this realignment. We achieved an annualized operating expense synergy run rate
of $550 million from the Qwest integration as of the end of the quarter, and
we remain on plan to reach a $600 million annual run rate by the end of this
year.

"Our sequential data hosting revenue growth was negatively impacted by several
factors including soft third quarter 2012 new sales, foreign currency exchange
impact and price compression driven by declining compute and storage costs.
However, we generated strong new sales in data hosting in the last two
quarters, while maintaining a growing sales funnel. We also have increased our
focus on leveraging data hosting cross-sell opportunities to our business
customers resulting in a strengthened cross-sales funnel that we believe will
help further drive data hosting revenues over time.

"From the mid-February announcement of our $2 billion stock repurchase program
through May 7, 2013, we have purchased a total of 19.2 million shares of our
outstanding common stock for $682 million. We expect to continue to
opportunistically repurchase stock through the remainder of the authorized
program.

"We believe our extensive asset portfolio, continued investment in our key
strategic initiatives and focus on serving our customers position us well to
drive profitable growth over the long term," Post concluded.

First Quarter Highlights

  oGenerated free cash flow of $1.0 billion, excluding special items and
    integration-related capital expenditures.
  oAdded 66,700 high-speed Internet subscribers during first quarter, ending
    the quarter with more than 5.9 million broadband customers.
  oEnded the quarter with 120,000 CenturyLink^® Prism^TM TV subscribers in
    service, adding 13,400 subscribers in first quarter 2013.
  oAchieved strong growth in strategic revenue from high-bandwidth data
    services.
  oGenerated solid data hosting new sales in first quarter 2013, continuing
    momentum from fourth quarter 2012.
  oPurchased and retired 11.1 million shares for $386 million during first
    quarter 2013.

Consolidated First Quarter Financial Results

Operating revenues for first quarter 2013 were $4.51 billion compared to $4.61
billion in first quarter 2012. This decrease was driven by lower legacy
services revenues primarily due to the impact of access line losses and lower
access revenues, partially offset by increases in strategic revenues resulting
primarily from business customer demand for high-bandwidth data services,
colocation and managed hosting services and growth in high-speed Internet and
CenturyLink^® Prism^TM TV subscribers.

Operating expenses, excluding special items, decreased to $3.70 billion from
$3.87 billion in first quarter 2012. The year-over-year decrease was primarily
due to lower personnel-related costs, bad debt and depreciation and
amortization expenses, which were partially offset by higher colocation,
managed hosting and network expenses.

Operating cash flow (as defined in our attached supplemental schedules),
excluding special items,decreased to $1.93 billion from $1.94 billion in
first quarter 2012. This decrease was primarily the result of lower legacy
revenues being partially offset by higher strategic revenues and lower
personnel-related costs. For first quarter 2013, CenturyLink achieved an
operating cash flow margin, excluding special items, of 42.8% versus 42.2% in
first quarter 2012.

Adjusted Net Income and Adjusted Diluted Earnings Per Share (Adjusted Diluted
EPS)

Adjusted Net Income and Adjusted Diluted EPS exclude the after-tax impact of
special items, the non-cash after-tax impact of the amortization of
intangibles, and the non-cash after-tax impact to interest expense of the
assignment of fair value to the outstanding debt assumed by us in connection
with our Embarq, Qwest and Savvis acquisitions.

Excluding the items outlined above, CenturyLink's Adjusted Net Income for
first quarter 2013 was $475 million compared to Adjusted Net Income of $423
million in first quarter 2012. First quarter 2013 Adjusted Diluted EPS was
$0.76 compared to Adjusted Diluted EPS of $0.68 in the year-ago period. See
the attached schedules for additional information.

GAAP Results – First Quarter

Under generally accepted accounting principles (GAAP), net income for first
quarter 2013 was $298 million compared to $200 million for first quarter 2012,
and diluted earnings per share for first quarter 2013 was $0.48 compared to
$0.32 for first quarter 2012. First quarter 2013 net income and diluted
earnings per share reflect the after-tax impact of severance costs associated
withstaff reductions, an accounting adjustment related to life insurance
policies and integration, severance, and retention costs associated with the
Qwest and Savvis acquisitions, partially offset by non-operating gains on the
sale of a non-operating investment and settlements of other non-operating
issues, which amounted to a $5 million charge ($0.01 per share) on a net
basis. First quarter 2012 net income and diluted earnings per share included a
net $43 million charge ($0.07 per share), reflecting the after-tax impact of
severance costs associated with expense reduction initiatives and integration,
severance, and retention costs associated with the Qwest and Savvis
acquisitions, partially offset by non-operating gains on the early retirement
of debt and sale of investment securities.

Segment Results / Highlights

As previously announced, beginning first quarter 2013, CenturyLink realigned
its operating groups into the following four reporting segments:

  oConsumer. Consists primarily of providing products and services to
    residential consumers across our 37-state footprint.
  oBusiness. Consists primarily of providing products and services to
    government, small to medium-sized business and enterprise customers across
    the U.S. and select international locations.
  oWholesale. Consists primarily of providing products and services to other
    domestic and international communications providers.
  oData Hosting. Consists primarily of providing colocation, managed hosting,
    cloud services and hosting-related network services to businesses of all
    sizes.

Consumer

The Consumer segment realized continued strategic revenue growth driven by
increased high-speed Internet and CenturyLink^® Prism^TM TV subscribers.

  oStrategic revenues were $620 million in the quarter, a 5.4% increase over
    first quarter 2012.
  oGenerated $1.51 billion in total revenues, a decrease of 3.4% from first
    quarter 2012, reflecting the continued decline in legacy services tempered
    by the impact of Access Recovery Charges implemented effective July 1,
    2012, in accordance with the CAF Order^3.
  oAdded 13,400 CenturyLink^® Prism^TM TV subscribers during first quarter
    2013. Including recently soft launched markets, penetration of
    Prism-enabled homes is nearly 10%.
  oSoft launched CenturyLink^® Prism^TM TV in Colorado Springs, Colorado, in
    first quarter with plans to soft launch in Omaha, Nebraska, in second
    quarter.

Business

The Business segment achieved strong growth of high-bandwidth data services
and continues to experience solid sales momentum from enterprise and
government customers.

  oStrategic revenues were $615 million in the quarter, a 6.4 % increase over
    first quarter 2012, driven by strength in high-bandwidth offerings such as
    MPLS^4 and Ethernet services. Excluding the impact of private line
    services, the adjusted growth rate was nearly 12%.
  oGenerated $1.50 billion in total revenues, flat from first quarter 2012,
    reflecting growth in high-bandwidth offerings offset by lower legacy
    services and data integration revenues.
  oAchieved solid monthly recurring sales in first quarter 2013 with a
    growing sales funnel.

Wholesale

The Wholesale segment continues to complete fiber builds to towers within our
footprint, ending the quarter with more than 15,500 fiber-connected towers.

  oStrategic revenues of $573 million in the quarter decreased 1.5% compared
    to first quarter 2012, as declines in copper-based revenue were partially
    offset by increases in wireless carrier bandwidth demand and Ethernet
    sales.
  oGenerated $907 million in total revenues, a decrease of 5.7% from first
    quarter 2012, reflecting the continued decline in legacy revenues,
    primarily driven by the implementation of access rate reductions effective
    July 1, 2012, in accordance with the CAF Order^3 and lower long distance
    and switched access minutes of use.
  oCompleted more than 800 fiber builds in first quarter 2013 and expect to
    complete 4,000 to 5,000 fiber builds in full year 2013.

Data Hosting

The Data Hosting segment grew managed hosting (including cloud) and colocation
services revenue driven by growth in core managed hosting products and in the
financial and consumer brands verticals.

  oOperating revenues were $334 million in the quarter, a 7.7% increase from
    first quarter 2012.
  oColocation revenues were $144 million, a 4.3% increase from first quarter
    2012, and managed hosting revenues were $125 million, representing a 20%
    increase over the same period a year ago. Managed hosting revenues include
    $15 million of revenues contributed by the Ciber global IT outsourcing, or
    ITO, assets acquired October 15, 2012.
  oLaunch of savvisdirect^® in December 2012 positions the product portfolio
    to better address the needs of customers of all sizes.

Integration Update

During first quarter 2013, CenturyLink incurred pre-tax integration, severance
and retention costs of $10 million ($6 million after-tax) related to the Qwest
and Savvis acquisitions.

CenturyLink ended first quarter 2013 with an annualized operating expense
synergy run rate of approximately $550 million from the Qwest acquisition and
we currently expect to exit 2013 with approximately $600 million in annual
run-rate synergies. We continue to anticipate achieving the previously stated
$650 million annual run-rate operating expense synergies upon full integration
of the Qwest acquisition.

Guidance – Second Quarter 2013 and Full-Year 2013

The Company expects second quarter 2013 operating cash flow and Adjusted
Diluted EPS to decrease compared to first quarter 2013 primarily due to higher
seasonal expenses, costs related to our continued investment in key
initiatives, higher costs related to increased data integration and certain
one-time expense reductions experienced during first quarter 2013.



Second Quarter 2013
Operating Revenues                       $4.49 to $4.54 billion
Operating Cash Flow (excl. special       $1.82 to $1.86 billion
items)
Adjusted Diluted EPS (excl. special      $0.63 to $0.68
items)
Full-Year 2013                           Previous Guidance    Current Guidance
Operating Revenues                       $18.1 to $18.3       No revision
                                         billion
Annual percent change in Operating       -0.5% to -1.5%       No revision
Revenues
Operating Cash Flow (excl. special       $7.3 to $7.5 billion $7.35 to $7.55
items)                                                        billion
Adjusted Diluted EPS (excl. special      $2.50 to $2.70       $2.60 to $2.75
items)
Capital Expenditures^5                   $2.8 to $3.0 billion No revision
Free Cash Flow (excl. special items)     $3.0 to $3.2 billion No revision



All 2013 guidance figures and 2013 outlook statements included in this release
(i) speak as of May 8, 2013 only, (ii) include the impact of the Ciber ITO
assets acquired on October 15, 2012, (iii) exclude the impact of any share
repurchases made after March 31, 2013 and (iv) exclude the effects of special
items, future changes in regulation or accounting rules, integration expenses
associated with the Qwest and Savvis acquisitions, any changes in operating or
capital plans, the impact of litigation expenses or other unforeseen events or
circumstances that impact our financial performance, and any future mergers,
acquisitions, divestitures or other similar business transactions. See
"Forward Looking Statements" below. For additional information on how we
define certain of the terms used above, see the attached schedules.

Investor Call

As previously announced, CenturyLink's management will host a conference call
at 4:00 p.m. Central Time today, May 8, 2013. Interested parties can access
the call by dialing 866-259-6033. The call will be accessible for replay
through May 15, 2013, by calling 888-266-2081 and entering the access code
1609976. Investors can also listen to CenturyLink's earnings conference call
and replay by accessing the Investor Relations portion of the Company's Web
site at www.centurylink.com through May 29, 2013.

Reconciliation to GAAP

This release includes certain non-GAAP financial measures, including but not
limited to operating cash flow, free cash flow, adjustments to GAAP measures
to exclude the effect of special items and certain pro forma combined
operating results. In addition to providing key metrics for management to
evaluate the Company's performance, we believe these measurements assist
investors in their understanding of period-to-period operating performance and
in identifying historical and prospective trends. Reconciliations of non-GAAP
financial measures to the most comparable GAAP measures are included in the
attached financial schedules. Reconciliation of additional non-GAAP financial
measures that may be discussed during the earnings call described below will
be available in the Investor Relations portion of the Company's Web site at
www.centurylink.com. Investors are urged to consider these non-GAAP measures
in addition to, and not in substitution for, measures prepared in accordance
with GAAP.

About CenturyLink

CenturyLink is the third largest telecommunications company in the United
States and is recognized as a leader in the network services market by
technology industry analyst firms. The Company is a global leader in cloud
infrastructure and hosted IT solutions for enterprise customers. CenturyLink
provides data, voice and managed services in local, national and select
international markets through its high-quality advanced fiber optic network
and multiple data centers for businesses and consumers. The company also
offers advanced entertainment services under the CenturyLink^® Prism^TM TV and
DIRECTV brands. Headquartered in Monroe, La., CenturyLink is an S&P 500
company and is included among the Fortune 500 list of America's largest
corporations. For more information, visit www.centurylink.com. 

Forward Looking Statements

Certain non-historical statements made in this release and future oral or
written statements or press releases by us or our management are intended to
be forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. These forward-looking statements are based on
current expectations only, and are subject to a number of risks, uncertainties
and assumptions, many of which are beyond our control. Actual events and
results may differ materially from those anticipated, estimated or projected
if one or more of these risks or uncertainties materialize, or if underlying
assumptions prove incorrect. Factors that could affect actual results include
but are not limited to: the timing, success and overall effects of competition
from a wide variety of competitive providers; the risks inherent in rapid
technological change; the effects of ongoing changes in the regulation of the
communications industry (including recent reforms and changes by the Federal
Communications Commission regarding intercarrier compensation and the
Universal Service Fund, among other things); our ability to successfully
negotiate collective bargaining agreements on reasonable terms without work
stoppages; our ability to effectively adjust to changes in the communications
industry and changes in the composition of our markets and product mix caused
by our recent acquisitions; our ability to successfully integrate recently
acquired operations into our incumbent operations, including the possibility
that the anticipated benefits from our recent acquisitions cannot be fully
realized in a timely manner or at all, or that integrating the acquired
operations will be more difficult, disruptive or costly than anticipated; our
ability to use the net operating loss carryovers of Qwest in projected
amounts; our ability to effectively manage our expansion opportunities,
including retaining and hiring key personnel; possible changes in the demand
for, or pricing of, our products and services; our ability to successfully
introduce new product or service offerings on a timely and cost-effective
basis; our continued access to credit markets on favorable terms; our ability
to collect our receivables from financially troubled companies; any adverse
developments in legal or regulatory proceedings involving us; our ability to
pay common share dividends in amounts previously indicated, which may be
affected by changes in our cash requirements, capital spending plans, cash
flows or financial position; unanticipated increases or other changes in our
future cash requirements, whether caused by unanticipated increases in capital
expenditures, increases in pension funding requirements or otherwise; the
effects of adverse weather; other risks referenced from time to time in our
filings with the Securities and Exchange Commission (the "SEC"); and the
effects of more general factors such as changes in interest rates, in tax
rates, in accounting policies or practices, in operating, medical, pension or
administrative costs, in general market, labor or economic conditions, or in
legislation, regulation or public policy. These and other uncertainties
related to our business and our recent acquisitions are described in greater
detail in Item 1A to our Form 10- K for the year ended December 31, 2012, as
updated and supplemented by our subsequent SEC reports. You should be aware
that new factors may emerge from time to time and it is not possible for us to
identify all such factors nor can we predict the impact of each such factor on
the business or the extent to which any one or more factors may cause actual
results to differ from those reflected in any forward-looking statements. You
are further cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date of this release. We undertake no
obligation to update any of our forward-looking statements for any reason.

^1 Our historical Prism^TM TV subscribers reflected single and multi-dwelling
unit subscribers as individual counts. Effective 1Q13 and prospectively
thereafter, multi-dwelling units are reflected on an average revenue
equivalent unit basis.

^2 See attachments for non-GAAP reconciliations.

^3 Federal Communications Commission's Connect America and Intercarrier
Compensation Reform Order (the CAF Order) adopted on October 27, 2011

^4 Multiprotocol Label Switching

^5 Excludes approximately $70 million of integration-related capital
expenditures



CenturyLink, Inc.
CONSOLIDATED STATEMENTS OF INCOME
THREE MONTHS ENDED MARCH 31, 2013 AND 2012
(UNAUDITED)
(Dollars in millions, except per share amounts; shares in thousands)
                   Three months ended March 31,       Three months ended March 31,
                   2013                               2012
                                           As                                As                      Increase
                                           adjusted                          adjusted
                                           excluding                        excluding               (decrease)
                             Less         special               Less        special     Increase    excluding
                   As       special     items       As        special     items       (decrease)  special
                   reported  items         (Non-GAAP)  reported  items       (Non-GAAP)  as          items
                                                                                         reported
OPERATING
REVENUES
 Strategic     $ 2,142                   2,142       2,058                 2,058       4.1%        4.1%
 Legacy          1,974                   1,974       2,141                 2,141       (7.8%)      (7.8%)
 Data             140                     140         145                   145         (3.4%)      (3.4%)
 integration
 Other           257                     257         266                   266         (3.4%)      (3.4%)
                   4,513     -             4,513       4,610     -           4,610       (2.1%)      (2.1%)
OPERATING
EXPENSES
 Cost of
 services and      1,796     2         (1) 1,794       1,877     12      (4) 1,865       (4.3%)      (3.8%)
 products
 Selling,
 general and       818       32        (1) 786         871       70      (4) 801         (6.1%)      (1.9%)
 administrative
 Depreciation
 and               1,117                   1,117       1,208                 1,208       (7.5%)      (7.5%)
 amortization
                   3,731     34            3,697       3,956     82          3,874       (5.7%)      (4.6%)
OPERATING         782       (34)          816         654       (82)        736         19.6%       10.9%
INCOME
OTHER INCOME
(EXPENSE)
 Interest         (316)                   (316)       (343)                 (343)       (7.9%)      (7.9%)
 expense
 Other income     39        37        (2) 2           20        13      (5) 7           95.0%       (71.4%)
 (expense)
 Income tax       (207)     (8)       (3) (199)       (131)     26      (6) (157)       58.0%       26.8%
 expense
NET INCOME     $ 298       (5)           303         200       (43)        243         49.0%       24.7%
BASIC EARNINGS  $ 0.48      (0.01)        0.49        0.32      (0.07)      0.39        50.0%       25.6%
PER SHARE
DILUTED
EARNINGS PER     $ 0.48      (0.01)        0.49        0.32      (0.07)      0.39        50.0%       25.6%
SHARE
AVERAGE SHARES
OUTSTANDING
 Basic           619,423                 619,423     618,208               618,208     0.2%        0.2%
 Diluted         621,074                 621,074     620,350               620,350     0.1%        0.1%
DIVIDENDS PER    $ 0.540                   0.540       0.725                 0.725       (25.5%)     (25.5%)
COMMON SHARE



SPECIAL ITEMS
      Includes severance costs associated with recent headcount reductions ($7
      million), integration, severance and retention costs associated with our
(1) - acquisition of Qwest ($7 million), integration, severance, retention
      costs associated with our acquisition of Savvis ($3 million) and an
      accounting adjustment ($17 million).
(2) - Gain on the sale of a non-operating investment ($32 million) and
      settlements of other non-operating issues ($5 million).
(3) - Income tax expense of Items (1) and (2).
      Includes severance costs associated with reduction in force initiatives
      ($43 million), integration, severance and retention costs associated
(4) - with our acquisition of Qwest ($36 million) and integration, severance,
      and retention costs associated with our acquisition of Savvis ($3
      million).
(5) - Gain associated with early retirement of debt ($8 million) and gain on
      the sale of investment securities ($5 million).
(6) - Income tax benefit of Items (4) and (5).



    CenturyLink, Inc.
    CONDENSED CONSOLIDATED BALANCE SHEETS
    MARCH 31, 2013 AND DECEMBER 31, 2012
    (UNAUDITED)
    (Dollars in millions)
                                             March 31,  December 31,
                                             2013       2012
    ASSETS
CURRENT ASSETS
    Cash and cash equivalents              $ 476        211
    Other current assets                     3,399      3,402
     Total current assets                  3,875      3,613
NET PROPERTY, PLANT AND EQUIPMENT
    Property, plant and equipment            32,571     32,086
    Accumulated depreciation                 (13,746)   (13,054)
     Net property, plant and equipment     18,825     19,032
GOODWILL AND OTHER ASSETS
    Goodwill                                 21,733     21,732
    Other, net                               9,296      9,643
     Total goodwill and other assets      31,029     31,375
TOTAL ASSETS                               $ 53,729     54,020
    LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
    Current maturities of long-term debt   $ 1,193      1,205
    Other current liabilities                3,390      3,390
     Total current liabilities            4,583      4,595
LONG-TERM DEBT                               19,595     19,400
DEFERRED CREDITS AND OTHER LIABILITIES       10,695     10,736
STOCKHOLDERS' EQUITY                         18,856     19,289
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 53,729     54,020



CenturyLink, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED MARCH 31, 2013 AND 2012
(UNAUDITED)
(Dollars in millions)
                                                 Three months  Three months
                                                 ended       ended
                                                 March 31,    March 31,
                                                 2013         2012
OPERATING ACTIVITIES
 Net income                                   $ 298           200
 Adjustments to reconcile net income to
 netcash provided by operating activities:
    Depreciation and amortization              1,117         1,208
    Deferred income taxes                      166           115
    Provision for uncollectible accounts       27            56
    (Gain) loss on intangible assets           (32)          -
    Changes in current assets and current       (29)          56
    liabilities, net
    Retirement benefits                        (178)         (75)
    Changes in other noncurrent assets and      14            47
    liabilities
    Other, net                                 14            (24)
            Net cash provided by operating      1,397         1,583
            activities
INVESTING ACTIVITIES
 Payments for property, plant and equipment      (663)         (678)
 and capitalized software
 Proceeds from sale of intangible assets        75            -
 Other, net                                    (6)           15
            Net cash used in investing           (594)         (663)
            activities
FINANCING ACTIVITIES
 Net proceeds from issuance of long-term        988           2,032
 debt
 Payments of long-term debt                    (56)          (849)
 Net borrowings (payments) on credit            (745)         (277)
 facility
 Dividends paid                                (341)         (452)
 Net proceeds from issuance of common stock    13            35
 Repurchase of common stock                    (397)         (11)
 Other, net                                    -             3
            Net cash (used in) provided by       (538)         481
            financing activities
Effect of exchange rate changes on cash and     -             1
cash equivalents
Net increase (decrease) in cash and cash        265           1,402
equivalents
Cash and cash equivalents at beginning of       211           128
period
Cash and cash equivalents at end of period   $ 476           1,530



CenturyLink, Inc.
SELECTED SEGMENT FINANCIAL INFORMATION
THREE MONTHS ENDED MARCH 31, 2013 AND 2012
(UNAUDITED)
(Dollars in millions)
                                                  

                                                  Three months ended March 31,
                                                  2013              2012
Total segment revenues                          $ 4,256             4,344
Total segment expenses                            1,945             2,020
Total segment income                            $ 2,311             2,324
Total segment income margin (segment              54.3%             53.5%
incomedivided by segment revenues)
Consumer
Revenues
        Strategic services                      $ 620               588
        Legacy services                           889               974
        Data integration                          2                 2
                                                $ 1,511             1,564
Expenses
        Direct                                  $ 413               445
        Allocated                                 113               122
                                                $ 526               567
Segment income                                  $ 985               997
Segment income margin                             65.2%             63.7%
Business
Revenues
        Strategic services                      $ 615               578
        Legacy services                           751               787
        Data integration                          138               143
                                                $ 1,504             1,508
Expenses
        Direct                                  $ 778               799
        Allocated                                 103               111
                                                $ 881               910
Segment income                                  $ 623               598
Segment income margin                             41.4%             39.7%
Wholesale
Revenues
        Strategic services                      $ 573               582
        Legacy services                           334               380
                                                $ 907               962
Expenses
        Direct                                  $ 30                48
        Allocated                                 244               264
                                                $ 274               312
Segment income                                  $ 633               650
Segment income margin                             69.8%             67.6%
Data Hosting
Revenues
        Strategic services                      $ 334               310
                                                $ 334               310
Expenses
        Direct                                  $ 266               232
        Allocated                                 (2)               (1)
                                                $ 264               231
Segment income                                  $ 70                79
Segment income margin                             21.0%             25.5%



During the first quarter of 2013, we reorganized our operating segments in
order to strengthen our focus on the business market while continuing our
commitment to our wholesale, hosting and consumer customers. We also revised
our methodology for how we allocate our expenses to our segments to better
align segment expenses with related revenues. We have restated prior periods
to reflect the reorganization and the change in our allocation methodology.



CenturyLink, Inc.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(UNAUDITED)
(Dollars in millions)
                Three months ended March 31,    Three months ended March 31,
                2013                             2012
                                      As                               As
                                      adjusted                         adjusted
                          Less        excluding            Less        excluding
                As        special     special    As        special     special
                reported  items       items      reported  items       items
Operating
cash flow and
cash flow
margin
 Operating    $ 782       (34)    (1) 816        654       (82)    (2) 736
 income
 Add:
 Depreciation   1,117     -           1,117      1,208     -           1,208
 and
 amortization
 Operating    $ 1,899     (34)        1,933      1,862     (82)        1,944
 cash flow
 Revenues   $ 4,513     -           4,513      4,610     -           4,610
 Operating
 income
 margin
 (operating     17.3%                 18.1%      14.2%                 16.0%
 income
 divided by
 revenues)
 Operating
 cash flow
 margin
 (operating     42.1%                 42.8%      40.4%                 42.2%
 cash flow
 divided by
 revenues)
Free cash
flow
 Operating                        $   1,933                            1,944
 cash flow
 Less: Cash
 paid for                             (8)                              (1)
 income taxes
 Less: Cash
 paid for
 interest,                            (265)                            (244)
 net of
 amounts
 capitalized
 Less:
 Capital                              (656)                            (668)
 expenditures
 (3)
 Other                                2                                7
 income
 Free cash                            1,006                            1,038
 flow (4)



SPECIAL ITEMS
      Includes severance costs associated with recent headcount reductions ($7
      million), integration, severance and retention costs associated with our
(1) - acquisition of Qwest ($7 million), integration, severance, retention
      costs associated with our acquisition of Savvis ($3 million) and an
      accounting adjustment ($17 million).
      Includes severance costs associated with reduction in force initiatives
      ($43 million), integration, severance and retention costs associated
(2) - with our acquisition of Qwest ($36 million) and integration, severance,
      and retention costs associated with our acquisition of Savvis ($3
      million).
      Excludes $7 million in first quarter 2013 and $10 million in first
(3) - quarter 2012 of capital expenditures related to the integration of
      Embarq, Qwest and Savvis.
(4) - Excludes special items identified in items (1) and (2).



CenturyLink, Inc.
OPERATING METRICS
(UNAUDITED)
(In thousands)
                       As of           As of              As of
                       March 31, 2013  December 31, 2012  March 31, 2012
Broadband subscribers  5,915           5,848              5,745
Access lines           13,558          13,748             14,379



CenturyLink, Inc.
SUPPLEMENTAL NON-GAAP INFORMATION - ADJUSTED DILUTED EPS
THREE MONTHS ENDED MARCH 31, 2013, DECEMBER 31, 2012 AND MARCH 31, 2012
(UNAUDITED)
(Dollars in millions, except per share amounts)
                                                    Three months  Three months
                                                    ended         ended
                                                    March 31,     March 31,
                                                    2013          2012
                                                    (excluding    (excluding
                                                    special       special
                                                    items)        items)
Net income *                                      $ 303           243
Add back:
 Amortization of customer base intangibles:
           Qwest                                    234           244
                           Embarq                   34            39
                           Savvis                   15            15
 Amortization of trademark intangibles:
                           Qwest                    12            18
                           Savvis                   2             2
 Amortization of fair value adjustment of
long-term debt:
                           Embarq                   1             1
                           Qwest                    (17)          (28)
 Subtotal                                    281           291
 Tax effect of above items                       (109)         (111)
Net adjustment, after taxes                         172           180
Net income, as adjusted for above items           $ 475           423
Weighted average diluted shares outstanding        621.1         620.4
Diluted EPS (excluding special items)             $ 0.49          0.39
Adjusted diluted EPS as adjusted for the
above-listed purchase accounting intangible and   $ 0.76          0.68
interest amortizations (excludingspecial items)



The above schedule presents adjusted net income and adjusted earnings per
share (both excluding special items) by adding back to net income and earnings
per share certain non-cash expense items that arise as a result of the
application of business combination accounting rules to recent acquisitions.
Such presentation is not in accordance with generally accepted accounting
principles but management believes the presentation is useful to analysts and
investors to understand the impacts of growing our business through
acquisitions.
*See preceding schedules for a summary description of special items.



CenturyLink, Inc.
SUPPLEMENTAL PRO FORMA SEGMENT DATA
2013, 2012 and 2011
ASSUMING CENTURYLINK'S ACQUISITIONS OF QWEST AND SAVVIS OCCURRED JANUARY 1, 2010
(UNAUDITED)
(Dollars in millions)
                                                                         Pro        Pro     Pro
                                                                         forma*     forma*  forma*
                  Three   Three     Three      Three   Three   Three     Three      Three   Three
                  months  months    months     months  months  months    months     months  months
                  ended   ended     ended      ended   ended   ended     ended      ended   ended
                  March   December  September  June    March   December  September  June    March
                  31,     31, 2012  30, 2012   30,     31,     31, 2011  30, 2011   30,     31,
                  2013                         2012    2012                         2011    2011
Total segment   $ 4,256   4,316     4,314      4,346   4,344   4,399     4,387      4,422   4,482
revenues
Total segment     1,945   2,090     2,071      2,063   2,020   2,108     2,104      2,037   2,011
expenses
Total segment   $ 2,311   2,226     2,243      2,283   2,324   2,291     2,283      2,385   2,471
income
Total segment
income margin
(segment          54.3%   51.6%     52.0%      52.5%   53.5%   52.1%     52.0%      53.9%   55.1%
incomedivided
by segment
revenues)
Consumer
Revenues
   Strategic    $ 620     612       603        590     588     585       550        544     551
   services
   Legacy         889     908       933        947     974     992       1,002      1,004   1,035
   services
   Data           2       2         -          3       2       2         2          2       1
   integration
                $ 1,511   1,522     1,536      1,540   1,564   1,579     1,554      1,550   1,587
Expenses
   Direct       $ 413     449       458        444     445     444       453        434     437
   Allocated      113     122       127        124     122     135       137        118     122
                $ 526     571       585        568     567     579       590        552     559
Segment income  $ 985     951       951        972     997     1,000     964        998     1,028
Segment income    65.2%   62.5%     61.9%      63.1%   63.7%   63.3%     62.0%      64.4%   64.8%
margin
Business
Revenues
   Strategic    $ 615     600       602        590     578     573       567        578     572
   services
   Legacy         751     760       771        780     787     796       813        853     866
   services
   Data           138     187       168        167     143     184       164        149     152
   integration
                $ 1,504   1,547     1,541      1,537   1,508   1,553     1,544      1,580   1,590
Expenses
   Direct       $ 778     839       818        829     799     861       854        839     821
   Allocated      103     115       118        114     111     100       99         87      90
                $ 881     954       936        943     910     961       953        926     911
Segment income  $ 623     593       605        594     598     592       591        654     679
Segment income    41.4%   38.3%     39.3%      38.6%   39.7%   38.1%     38.3%      41.4%   42.7%
margin
Wholesale
Revenues
   Strategic    $ 573     572       569        575     582     572       573        562     559
   services
   Legacy         334     335       341        371     380     390       410        423     444
   services
   Data           -       -         -          -       -       2         -          -       -
   integration
                $ 907     907       910        946     962     964       983        985     1,003
Expenses
   Direct       $ 30      38        38         45      48      52        44         46      44
   Allocated      244     263       266        268     264     286       294        288     286
                $ 274     301       304        313     312     338       338        334     330
Segment income  $ 633     606       606        633     650     626       645        651     673
Segment income    69.8%   66.8%     66.6%      66.9%   67.6%   64.9%     65.6%      66.1%   67.1%
margin
Data Hosting
Revenues
   Strategic    $ 334     340       327        323     310     303       306        307     302
   services
                $ 334     340       327        323     310     303       306        307     302
Expenses
   Direct       $ 266     266       248        241     232     232       225        227     212
   Allocated      (2)     (2)       (2)        (2)     (1)     (2)       (2)        (2)     (1)
                $ 264     264       246        239     231     230       223        225     211
Segment income  $ 70      76        81         84      79      73        83         82      91
Segment income    21.0%   22.4%     24.8%      26.0%   25.5%   24.1%     27.1%      26.7%   30.1%
margin



During the first quarter of 2013, we reorganized our operating segments in
order to strengthen our focus on the business market while continuing our
commitment to our wholesale, hosting and consumer customers. We also revised
our methodology for how we allocate our expenses to our segments to better
align segment expenses with related revenues. We have restated prior periods
to reflect the reorganization and the change in our allocation methodology.
*The pro forma information presented above reflects the operations of
CenturyLink, Qwest and Savvis assuming Qwest's and Savvis' results of
operations had been combined as of January 1, 2010. Pro forma adjustments
include (i) the amortization of the fair value assigned to intangible assets
(primarily customer relationship); (ii) adjustments to depreciation to reflect
the fair value assigned to property, plant and equipment; and (iii) the
related income tax effects. The above pro forma information (i) has not been
prepared in accordance with generally accepted accounting principles, (ii) is
for illustrative purposes only, and (iii) is not necessarily indicative of the
combined operating results that would have occurred if the mergers had been
consummated as of January 1, 2010. For further information on our pro forma
adjustments, please see our prior SEC filings.



SOURCE CenturyLink, Inc.

Website: http://www.centurylink.com
Contact: Kristina Waugh, 318.340.5627, kristina.r.waugh@centurylink.com
 
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