Denver, January 5, 2000 ? Qwest Communications International Inc. (NYSE: Q), the broadband Internet communications company, today announced it has been awarded a multiyear, multimillion dollar agreement to provide communication services to Musicland Stores Corporation(NYSE: MLG), the country's leading specialty retailer of prerecorded home-entertainment products in the United States.

Musicland also has introduced online retailing sites, which, with its brick-and-mortar stores, provides customers limitless shopping opportunities for a huge selection of entertainment products.  Qwest?s high speed fiber optic network will provide fast and secure Internet access for these online sites, which include Sam Goody.com; Suncoast.com; Mediaplay.com, and Oncue.com.

"No two companies are better positioned to capitalize on the monumental changes happening in communications than Qwest and Musicland," said Shaun P. Gilmore, Qwest?s senior vice president of national accounts and government markets. "We?re pleased to be working with Musicland to support its vision of becoming the leading online provider of prerecorded entertainment through its retailing web sites."

"Partnering with Qwest is a natural for us," said Steve Danker, Musicland?s chief information officer.  "Qwest?s capability to provide high-speed, high-capacity integrated transmission of voice, data, audio, video and multimedia can serve us well, both for e-commerce on the Internet, and on a virtual private network between our stores where we can exchange data, voice and eventually music."

Musicland Stores Corporation operates Sam Goody, Suncoast Motion Picture Company, Media Play and On Cue stores at more than 1,300 locations in 49 states and Puerto Rico, offering music, movies, books, computer software, video games, trend apparel and more.

About Musicland Stores Corporation
Based in Minneapolis, Musicland Stores Corporation (NYSE:MLG) is the leading specialty retailer of home-entertainment software products in the United States.  As of September 30, 1999, the company operated 1,332 retail stores in 49 states, Puerto Rico and the Virgin Islands under the names Sam Goody, Suncoast Motion Picture Company, Media Play and On Cue. In addition to its four store formats, Musicland also operates five commercial Web sites including: SamGoody.com, Suncoast.com, MediaPlay.com, OnCue.com and Requestline.com.  For additional information on Musicland, visit the company's Web site at http://www.musicland.com.

About Qwest
Qwest Communications International Inc. (NYSE: Q) is a leader in reliable, scalable and secure broadband Internet-based data, voice and image communications for businesses and consumers. The Qwest Macro Capacity® Fiber Network, designed with the newest optical networking equipment for speed and efficiency, spans more than 24,500 miles in North America. In addition, KPNQwest (Nasdaq: KQIP), Qwest?s European joint venture with KPN, the Dutch telecommunications company, is building and will operate a high-capacity European fiber optic, Internet-based network that will span 9,150 miles when it is completed in 2001. For more information, please visit the Qwest web site at www.qwest.com.


This release may contain 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 Qwest with the SEC, 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 potential fluctuations in quarterly results, dependence on new product development, rapid technological and market change, failure to maintain rights of way, financial risk management and future growth subject to risks, Qwest's ability to achieve Year 2000 compliance, adverse changes in the regulatory or legislative environment, and failure to complete the merger with U S WEST and achieve projected synergies and financial results timely or at all. This release 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 to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

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Contact Information
Qwest Media Contact
Matt Barkett
303-992-2085
matt.barkett@qwest.com
   
Outside Contacts:
Media Contact
Brant Skogrand
(612) 931-8325
bskogrand@musicland.com