8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported):  June 4, 2007

QWEST COMMUNICATIONS INTERNATIONAL INC.
(Exact Name of Registrant as Specified in Its Charter)

Delaware
(State or Other Jurisdiction of Incorporation)

001-15577	84-1339282
(Commission File Number)	(IRS Employer Identification No.)
1801 California Street, Denver, Colorado	80202
(Address of Principal Executive Offices)	(Zip Code)

(303) 992-1400
(Registrant’s Telephone Number, Including Area Code)

N/A
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02(b). Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 4, 2007, Barry K. Allen announced his decision to retire as Executive Vice President — Operations of Qwest Communications International Inc. (“Qwest” or the “Company” or “we” or “us” or “our”) effective as of June 29, 2007.  A copy of the press release announcing Mr. Allen’s retirement and certain other management changes is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
Exhibit 99.1	Press Release dated June 5, 2007

Forward Looking Statements Warning

This filing may contain projections and other forward-looking statements that involve risks and uncertainties. These statements may differ materially from actual future events or results. Readers are referred to the documents filed by us with the Securities and Exchange Commission, specifically the most recent reports which identify important risk factors that could cause actual results to differ from those contained in the forward-looking statements, including but not limited to: access line losses due to increased competition, including from technology substitution of our access lines with wireless and cable alternatives, among others; our substantial indebtedness, and our inability to complete any efforts to de-lever our balance sheet through asset sales or other transactions; any adverse outcome of the current investigation by the U.S. Attorney’s office in Denver into certain matters relating to us; adverse results of increased review and scrutiny by regulatory authorities, media and others (including any internal analyses) of financial reporting issues and practices or otherwise; 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 proceedings related to matters that are or were the subject of governmental investigations; potential fluctuations in quarterly results; volatility of our stock price; intense competition in the markets in which we compete including the effects of consolidation in our industry; changes in demand for our products and services; acceleration of the deployment of advanced new services, such as broadband data, wireless and video services, which could require substantial expenditure of financial and other resources in excess of contemplated levels; higher than anticipated employee levels, capital expenditures and operating expenses; adverse changes in the regulatory or legislative environment affecting our business; changes in the outcome of future events from the assumed outcome included in our significant accounting policies; and our ability to utilize net operating losses in projected amounts.

The information contained in this filing is a statement of Qwest’s present intention, belief or expectation and is based upon, among other things, the existing regulatory environment, industry conditions, market conditions and prices, the economy in general and Qwest’s assumptions. Qwest may change its intention, belief or expectation, at any time and without notice, based upon any changes in such factors, in Qwest’s assumptions or otherwise. The cautionary statements contained or referred to in this filing should be considered in connection with any subsequent written or oral forward-looking statements that Qwest or persons acting on its behalf may issue. This filing may include analysts’ estimates and other information prepared by third parties for which Qwest assumes no responsibility.

Qwest undertakes no obligation to review or confirm analysts’ expectations or estimates or to release publicly any revisions to any forward-looking statements and other statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

By including any information in this filing, Qwest does not necessarily acknowledge that disclosure of such information is required by applicable law or that the information is material.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, Qwest has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	QWEST COMMUNICATIONS INTERNATIONAL INC.
DATE: June 5, 2007	By:	/s/ STEPHEN E. BRILZ
	Name:	Stephen E. Brilz
	Title:	Assistant Secretary

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EXHIBIT INDEX

Exhibit No.	Description
Exhibit 99.1	Press Release dated June 5, 2007

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EX-99.1

Exhibit 99.1

Qwest Announces Key Leadership Changes

Barry Allen to retire as head of operations; Robert Tregemba to lead network operations

DENVER, June 5, 2007 — Qwest Communications International Inc. (NYSE: Q) announced today that Barry K. Allen, executive vice president of operations, will retire from the company, effective June 29, and that Robert D. Tregemba, currently vice president of network operations and engineering, will assume the new role of executive vice president of network operations.

“As key and highly experienced members of the senior management team, Barry and Bob have brought strong depth and leadership skills that will continue to drive Qwest’s solid performance and reputation as a leading national communications provider,” said Richard C. Notebaert, Qwest chairman and chief executive officer. “While I will truly miss Barry and his passion to deliver sustained value to our customers while improving productivity, I look forward to working closer with Bob.”

Barry Allen said: “It is now time to close this chapter of my career with Qwest as I have decided to spend more time with my family. Over the years, we have focused on building a strong executive bench and I am confident Bob will continue to take the Spirit of Service even further down the road and deliver on the promise to our customers.”

Tregemba, who will report to Notebaert, has served as head of network operations since 2004. “It is a privilege to assume this new role,” he said, “and while I will never forget what Barry and his leadership have meant to this company and me, I look forward to more opportunities to serve the customer in this position.”

In another change, Qwest announced that Girish Varma, vice president and chief information officer, will report to Dan Yost, executive vice president of product management. Also, Pieter Poll, vice president and chief technology officer, will report to Tregemba. Both Varma and Poll currently report to Allen and their new reporting structure is effective June 29.

About Qwest

Qwest offers a unique and powerful combination of managed voice and data solutions for businesses, government agencies and consumers – locally and throughout the country. Customers coast to coast are turning to Qwest's industry-leading national fiber optic network and its Spirit of Service for quality products and superior customer experience. Qwest is a participant in Networx, the largest communications services contract in the world, to provide leading-edge voice, data and video services.  For more information on Qwest, and its various operating subsidiaries, please go to www.qwest.com. For information about the products and services Qwest is offering in the Networx contract, visit www.gsanetworx.com.

Contact Information:

Media Contact
Nicholas Sweers
303-992-2085
Nicholas.Sweers@qwest.com

Investor Contact
Stephanie Comfort
800-567-7296
IR@qwest.com

Biographies

Robert D. Tregemba, 59, is the vice president of Qwest network services, a position he assumed in 2004.  He leads the entire local and national network services field, staff and center operations of 18,500 employees and is responsible for ensuring that all network platforms are operating and serving the needs of customers at all times.  Prior to his current position, Tregemba was senior vice president of network services for Qwest’s local network operations.  In 2002, he assumed responsibility for the Network Reliability Center and the Switch/IOF Planning group for all 14 local states. Tregemba also served as the chief operating officer for US WEST Long Distance, a wholly owned subsidiary.  Before joining US WEST, Tregemba served as executive vice president of engineering and operations for Qwest, prior to its acquisition of US WEST. His extensive telecommunications career began in 1970 when he was a key player in the operations group at Southwestern Bell. Tregemba also held several executive positions with Sprint Corporation. He holds a bachelor of science degree in civil engineering from the University of Kansas and a mathematics degree from Baker University.

Barry K. Allen, 58, has served as Qwest’s executive vice president of operations since March 2004 and will continue to oversee that area. Prior to that, he served as the company’s executive vice president and chief human resources officer. Before joining Qwest in August 2002, Allen was president for two years of Allen Enterprises, LLC, a private equity investment and management company he founded. He retired as president of Chicago-based Ameritech Corp. in 1999 and his career with that company began in 1974 and held a variety of executive appointments including president and CEO of Wisconsin Bell and president and CEO of Illinois Bell. He serves on the boards of directors of Harley Davidson Inc. and the Fiduciary Management, Inc. family of mutual funds. He holds a bachelor of arts degree in economics from the University of Kentucky and a master’s degree in business administration from Boston University.