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                                   Before the

                       Federal Communications Commission

                              Washington, DC 20554

   In the Matter of Level 3 Communications, LLC ) ) ) ) ) ) File No.:
   EB-12-IH-0087 Acct. No.: 201332080014 FRN: 0017585993




                                     ORDER

   Adopted: March 12, 2013 Released: March 12, 2013

   By the Chief, Enforcement Bureau:

    1. In this Order, we adopt a Consent Decree entered into between the
       Enforcement Bureau (Bureau) of the Federal Communications Commission
       (Commission) and Level 3 Communications, LLC (Level 3). The Consent
       Decree resolves and terminates the Bureau's investigation into
       possible violations of Sections 201(b) and 202(a) of the
       Communications Act of 1934, as amended,^ with respect to Level 3's
       call completion practices to rural areas, including its use and
       monitoring of intermediate providers.

    2. A copy of the Consent Decree negotiated by the Bureau and Level 3 is
       attached hereto and incorporated herein by reference.

    3. After evaluating the facts before us and reviewing the terms of the
       Consent Decree, we find that the public interest would be served by
       adopting the Consent Decree and terminating the investigation.

    4. In the absence of material new evidence relating to this matter, we
       conclude that our investigation raises no substantial or material
       questions of fact as to whether Level 3 possesses the basic
       qualifications, including those related to character, to hold or
       obtain any Commission license or authorization.

    5. Accordingly, IT IS ORDERED that, pursuant to Sections 4(i) and 503(b)
       of the Act^ and Sections 0.111 and 0.311 of the Commission's rules,^
       the Consent Decree attached to this Order IS ADOPTED.

    6. IT IS FURTHER ORDERED that the above-captioned investigation IS
       TERMINATED.

    7. IT IS FURTHER ORDERED that a copy of this Order and Consent Decree
       shall be sent by first class mail and certified mail, return receipt
       requested, to Michael Mooney, General Counsel, Regulatory Policy,
       Level 3 Communications, LLC, 1025 Eldorado Blvd, Broomfield, CO 80021.

   FEDERAL COMMUNICATIONS COMMISSION

   P. Michele Ellison

   Chief

   Enforcement Bureau

   ^ 47 U.S.C. SS 201(b), 202(a).

   ^ 47 U.S.C. SS 154(i), 503(b).

   ^ 47 C.F.R. SS 0.111, 0.311.

   (Continued from previous page)

   (continued....)

   Federal Communications Commission DA 13-371

   2

   Federal Communications Commission DA 13-371