-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LeL6bUwN84luiH7OFEkWozCUe+GsVHKfQW7xyxCkd8xC1b3hHVeZGnF0VQzisyp/ 43FgiTUI0y9aIFJqk0OdFA== 0001235110-08-000149.txt : 20080820 0001235110-08-000149.hdr.sgml : 20080820 20080820073058 ACCESSION NUMBER: 0001235110-08-000149 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080819 FILED AS OF DATE: 20080820 DATE AS OF CHANGE: 20080820 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: QWEST COMMUNICATIONS INTERNATIONAL INC CENTRAL INDEX KEY: 0001037949 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 841339282 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1801 CALIFORNIA ST CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: 3039921400 MAIL ADDRESS: STREET 1: 1801 CALIFORNIA ST CITY: DENVER STATE: CO ZIP: 80202 FORMER COMPANY: FORMER CONFORMED NAME: QUEST COMMUNICATIONS INTERNATIONAL INC DATE OF NAME CHANGE: 19970416 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Taylor Teresa CENTRAL INDEX KEY: 0001443289 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15577 FILM NUMBER: 081028964 BUSINESS ADDRESS: BUSINESS PHONE: 303-992-5020 MAIL ADDRESS: STREET 1: QWEST COMMUNICATIONS STREET 2: 1801 CALIFORNIA STREET, SUITE 5100 CITY: DENVER STATE: CO ZIP: 80202 3 1 edgar.xml PRIMARY DOCUMENT X0203 3 2008-08-19 0 0001037949 QWEST COMMUNICATIONS INTERNATIONAL INC Q 0001443289 Taylor Teresa QWEST COMMUNICATIONS INTERNATIONAL INC. 1801 CALIFORNIA, SUITE 5200 DENVER CO 80202 0 1 0 0 EVP - Business Markets Group Common Stock 282155 D Common Stock 3330 I By 401(k) plan Performance shares Common Stock 79000 D Employee stock option (right to buy) 5.32 2018-03-05 Common Stock 311000 D Employee stock option (right to buy) 8.52 2017-03-05 Common Stock 211000 D Employee stock option (right to buy) 6.15 2016-02-16 Common Stock 213000 D Employee stock option (right to buy) 5.08 2012-06-04 Common Stock 25000 D Employee stock option (right to buy) 5.10 2012-06-03 Common Stock 228880 D Employee stock option (right to buy) 34.30 2011-03-03 Common Stock 25000 D Employee stock option (right to buy) 32.1297 2009-09-22 Common Stock 103760 D Employee stock option (right to buy) 31.0816 2009-09-09 Common Stock 1154 D Employee stock option (right to buy) 33.9729 2008-11-16 Common Stock 4647 D Includes awards of (i) 79,000 shares of restricted stock, which award vests in three equal annual installments beginning on March 5, 2009; (ii) 62,666 shares of an original award of 94,000 shares of restricted stock, which award vests in three equal annual installments beginning on March 5, 2008 (33% vested); and (iii) 72,500 shares of an original award of 145,000 shares of restricted stock, which award vests in four equal annual installments beginning on February 16, 2007 (50% vested). Each award was approved by the Board of Directors in accordance with Rule 16b-3(d). Based on plan holdings as of August 18, 2008. The performance shares will vest on March 5, 2011 if the reporting person remains employed by us over the performance period (except in the case of death, disability or a change in control). Payout under the performance share awards can range from 0% to 200% depending on our relative total shareholder return ("TSR") over the performance period as compared to a group of our peers in the telecommunications industry. TSR is measured generally as the increase or decrease in the market value of common stock including the reinvestment of dividends. The reporting person can elect to receive payout under the awards in the form of shares of our common stock or cash. This award was approved by the Board of Directors in accordance with Rule 16b-3(d). To the extent not previously vested, this award will be immediately forfeited upon the earlier of (A) a termination of the reporting person's employment or (B) March 5, 2011. Each performance share represents a contingent right to receive one share of Qwest common stock. The option vests in three equal annual installments beginning on March 5, 2009. The option vests in three equal annual installments beginning on March 5, 2008. The option vests in four equal annual installments beginning on February 16, 2007. The option is fully vested. /s/ Jennifer A. D'Alessandro, as attorney-in-fact 2008-08-20 EX-24 2 taylor.txt POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Richard N. Baer, Stephen E. Brilz, Margaret McCandless,Kamelia Oneth, Thomas A. Richardson and Jennifer A. D'Alessandro, signing singly, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Qwest Communications International Inc. (the "Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 and 5 and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 19th day of August, 2008. /s/ Teresa Taylor Signature Printed Name: Teresa Taylor -----END PRIVACY-ENHANCED MESSAGE-----