- Free Writing Prospectus - Filing under Securities Act Rules 163/433 (FWP)
September 14 2011 - 4:07PM
Edgar (US Regulatory)
Filed pursuant to Rule 433
Registration no. 333-156101-03
Qwest Corporation
$500,000,000 7.50% Notes due 2051
Pricing Term Sheet
Date: September 14, 2011
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Issuer:
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Qwest Corporation
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Security:
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$500,000,000 7.50% Notes due 2051
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Anticipated Ratings (Moodys / S&P /
Fitch)*:
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Baa3 / BBB- / BBB-
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Principal Amount:
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$500,000,000
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Over-allotment Option:
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$75,000,000
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Trade Date:
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September 14, 2011
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Settlement Date:
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T+5; September 21, 2011
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Maturity Date:
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September 15, 2051
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Coupon:
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7.50%
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Interest Payment Dates:
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March 15, June 15, September 15 and
December 15 of each year, beginning
December 15, 2011
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Price to Public:
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$25 per Note
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Optional Redemption:
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Callable at par, in whole or in part, at any
time on or after September 15, 2016
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Listing:
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The Issuer intends to list the Notes on the
New York Stock Exchange and expects
trading in the Notes to begin within 30
days after the Settlement Date.
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CUSIP/ISIN:
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74913G 303 / US74913G3039
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Joint Book-Running Managers:
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Merrill Lynch, Pierce, Fenner
& Smith
Incorporated
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Morgan Stanley & Co. LLC
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UBS Securities LLC
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Wells Fargo Securities, LLC
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Lead Managers:
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J.P. Morgan Securities LLC
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RBC Capital Markets, LLC
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Co-Managers:
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SunTrust Robinson Humphrey, Inc.
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U.S. Bancorp Investments, Inc.
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*
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Note: A securities rating is not a recommendation to buy, sell or hold securities and may be
subject to revision or withdrawal at any time.
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The issuer has filed a registration statement (including a prospectus) with the SEC for the
offering to which this communication relates. Before you invest, you should read the prospectus in
that registration statement and other documents the issuer has filed with the SEC for more complete
information about the issuer and this offering. You may get these documents for free by visiting
EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer
participating in the offering will arrange to send you the prospectus if you request it by calling
Merrill Lynch, Pierce, Fenner & Smith Incorporated toll free at 1-800-294-1322, Morgan Stanley &
Co. LLC at 1-866-718-1649, UBS Securities LLC at 877-827-6444 ext. 561-3884 or Wells Fargo
Securities, LLC at 1-800-326-5897.
Qwest Corp. 7.375% Notes Due 2051 (NYSE:CTQ)
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