Anschutz Company and Subsidiaries - Page 17

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               On January 31, 1995, Qwest purchased all of the outstanding            
          stock of Qwest Transmission for $18,770,000.  Qwest Transmission            
          had an existing digital microwave radio network serving an                  
          approximately 3,500 mile route, ranging from the Texas-Mexico               
          border to Cincinnati, then branching off to Chicago and                     
          Philadelphia.10  At the same time as the Qwest Transmission                 
          acquisition, Qwest also acquired Qwest Properties, Inc., a lessor           
          of a telecommunications switching facility11 in Dallas, Texas.              
               Qwest Transmission’s available capacity allowed Qwest to               
          transfer existing revenue traffic to the Qwest Transmission                 
          network, reducing its current leased facility expense.                      
                    3.   Fiber Systems, Inc.                                          
               In January 1995, Qwest purchased certain assets from Fiber             
          Systems, Inc. for $1,750,000, which were placed into an Anschutz            
          Company subsidiary, FSI Acquisition Corporation.                            
                    4.   Five Star Telecom, Inc.                                      
               In March 1996, Qwest’s Board of Directors agreed to enter              
          into leases with Five Star Telecom, Inc., for three switches in             


               10  Microwave systems, the development of which predated the           
          development of fiberoptic technology, offer a means of                      
          transmitting lower volume and narrower bandwidths of voice, data,           
          and video signals.  Microwave systems use radio frequencies to              
          transmit data between transmission towers.                                  

               11  A switch is a device that selects the paths or circuits            
          to be used for transmission of information and establishes a                
          connection.                                                                 





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