Qwest Communications and Loudcloud Form Strategic Alliance To Deliver Full Suite of Managed Web Hosting Services

August 28, 2001 - Qwest Communications International Inc. (NYSE: Q), the broadband communications company, and Loudcloud, Inc., (NASDAQ: LDCL), the leading managed services provider (MSP), today announced a strategic alliance that will deliver to corporations an end-to-end, flexible and scalable managed services solution, from the network through the hosted Web application. The two companies will jointly offer one of the most reliable, stable and cost-efficient outsourcing solutions available today. Qwest expects the agreement to generate approximately $260 million of incremental services over the next five years.

Under the five-year agreement, Loudcloud and Qwest will co-market and sell each other?s services, leveraging the benefits of Qwest?s nationwide sales channel and Loudcloud?s leadership in the MSP sector. Loudcloud becomes Qwest?s preferred provider of hosting and complex Web application management services, and Qwest becomes Loudcloud?s preferred provider of data center and network services to both companies? customers.

Qwest and Loudcloud will jointly deliver an end-to-end managed application hosting solution by leveraging Qwest?s North American and European CyberCenters(sm) and Loudcloud?s managed services offering. The companies will offer the solution to both existing and new customers that want to outsource the operational and technical tasks associated with complex Internet and Web-based application management. The two companies will jointly market and sell the solution, leveraging the benefits of Qwest?s worldwide sales channels and Loudcloud?s leadership in the MSP sector.

?Customers are looking for reliable, cost-effective managed services solutions that have the ability to grow with their business,? said Joel Arnold, executive vice-president, Qwest Global Business Markets. ?Loudcloud?s industry-leading management services complement Qwest?s existing portfolio, offering customers a one-stop shop for infrastructure management. We are pleased to be working with Loudcloud to deliver one of the industry?s only end-to-end packages of infrastructure and Web management services.?

?The ability to take advantage of both Qwest?s leading data center and network capabilities on an as-needed basis and its sales and marketing force will allow Loudcloud to better service customers, expand our reach to new customers and reduce the company?s cost base,? said Ben Horowitz, chief executive officer and co-founder of Loudcloud. ?We are delighted to be entering such a committed partnership with Qwest based on its strategic vision, technical excellence and quality service.?

As part of the agreement, Loudcloud will host the majority of its new clients in select Qwest CyberCenters. The companies will deploy Loudcloud?s Opsware automation technology in these data centers to provide managed services. Loudcloud will occupy space in these facilities on a ?just in time? basis as new customers are added and as capacity needs grow. The agreement also is backed by revenue and volume commitments between the two companies.

Qwest will also transition the management of its corporate Internet site, Qwest.com, to Loudcloud. Qwest.com contains approximately 15,000 pages and, in a typical month, receives almost 14 million page views, and processes more than 8,500 orders.

About Qwest

Qwest Communications International Inc. (NYSE: Q) is a leader in reliable, scalable and secure broadband 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 113,000 miles globally. For more information, please visit the Qwest Web site at www.qwest.com.

About Loudcloud

Loudcloud is the leading managed service provider, offering a new solution for outsourcing global Internet operations for enterprise companies, application service providers and large-scale Internet businesses. Loudcloud moves beyond basic hosting or consulting services with its unique Opsware? technology to automate, scale, and monitor Internet operation functions previously done by hand. Loudcloud manages its infrastructure network via a worldwide network of data centers and Network Operations Centers (NOCs) located in North America and Europe. For more information on Loudcloud, please visit our Web site at www.loudcloud.com.

This release 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 Qwest and Loudcloud 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 potential fluctuations in quarterly results, volatility of the companies? stock prices, intense competition in the communications services and managed services markets, changes in demand for products and services, dependence on new product development and 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, rapid and significant changes in technology and markets, adverse changes in the regulatory or legislative environment affecting Qwest?s business, delays in Qwest?s ability to provide interLATA services within its 14-state local service territory, failure to maintain rights of way, and failure to achieve the projected synergies and financial results expected to result from the acquisition of U S WEST timely or at all and difficulties in combining the operations of Qwest and U S WEST. This release may include analysts? estimates and other information prepared by third parties for which Qwest and Loudcloud assume no responsibility. Qwest and Loudcloud undertake 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.

Loudcloud and Opsware are service marks and trademarks of Loudcloud, Inc. All other product names, service marks, and trademarks mentioned herein are trademarks of their respective owners.

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