Exhibit 99.3

Qwest Communications International Inc.
Condensed Consolidated Statements of Cash Flows
(Dollars in millions)
(unaudited)

			Six Months Ended June 30,
			2002			2001
OPERATING ACTIVITIES:
Net loss			$	(1,834	)	$	(3,352	)
	Adjustments to net loss:
		Depreciation and amortization		2,300			2,630
		Non-cash Merger-related charges		(1	)		479
		Loss on sale of investments and fair market value adjustments — net		26			—
		Provision for bad debts		435			252
		Asset impairment charge		1,333			3,247
		Equity loss on investments		155			47
		Deferred income taxes		(78	)		643
		(Gain) loss on early retirement of debt — net		(6	)		65
Changes in operating assets and liabilities:
	Accounts receivable			230			(857	)
	Inventories, supplies, prepaids and other current assets			55			(219	)
	Accounts payable, accrued expenses and advance billings			(718	)		2
	Restructuring and Merger-related reserves			(251	)		(330	)
	Other			19			(130	)
	Cash provided by operating activities			1,665			2,477
INVESTING ACTIVITIES
	Expenditures for property, plant and equipment			(1,814	)		(5,559	)
	Proceeds from sale of assets			62			91
	Other			(3	)		(72	)
	Cash used for investing activities			(1,755	)		(5,540	)
FINANCING ACTIVITIES
	Net proceeds from current borrowings			97			2,182
	Proceeds from issuance of long-term borrowings — net			1,476			3,247
	Repayments of long-term borrowings			(236	)		(1,116	)
	Restricted cash for the repayment of short-term borrowings			(750	)		—
	Costs relating to the early retirement of debt			—			(106	)
	Proceeds from issuance of common stock			11			280
	Repurchase of stock			(12	)		(1,000	)
	Debt issuance costs			—			21
	Dividends paid on common stock			—			(83	)
	Other			(54	)		—
	Cash provided by financing activities			532			3,425
CASH AND CASH EQUIVALENTS
	Increase			442			362
	Beginning balance			257			154
	Ending balance		$	699		$	516