Free Answer to Amended Complaint - District Court of Colorado - Colorado

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378.

Tempest admits that Qwest filed a Form 10-Q on November 14, 2000. That

public filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 378, and therefore denies them. 379. Tempest admits that Qwest filed a Form 10-Q on November 14, 2000. That

public filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 379, and therefore denies them. 380. Tempest admits that Qwest filed a Form 10-Q on November 14, 2000. That

public filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 380, and therefore denies them. 381. Tempest denies the allegations in paragraph 381. 5. 382. 2000 Form 10-K

Tempest admits that Qwest filed a Form 10-K on March 16, 2001. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 382, and therefore denies them. 383. Tempest admits that Qwest filed a Form 10-K on March 16, 2001. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 383, and therefore denies them.

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384.

Tempest admits that Qwest filed a Form 10-K on March 16, 2001. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 384, and therefore denies them. 385. Tempest admits that Qwest filed a Form 10-K on March 16, 2001. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 385, and therefore denies them. 386. Tempest denies the allegations in paragraph 386. 6. 387. First Quarter 2001 Form 10-Q

Tempest admits that Qwest filed a Form 10-Q on May 14, 2001. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 387, and therefore denies them. 388. Tempest admits that Qwest filed a Form 10-Q on May 14, 2001. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 388, and therefore denies them. 389. Tempest admits that Qwest filed a Form 10-Q on May 14, 2001. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 389, and therefore denies them.

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390.

Tempest admits that Qwest filed a Form 10-Q on May 14, 2001. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 390, and therefore denies them. 391. Tempest admits that Qwest filed a Form 10-Q on May 14, 2001. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 391, and therefore denies them. 392. Tempest denies the allegations in paragraph 392. 7. 393. Second Quarter 2001 Form 10-Q

Tempest admits that Qwest filed a Form 10-Q on August 14, 2001. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 393, and therefore denies them. 394. Tempest admits that Qwest filed a Form 10-Q on August 14, 2001. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 394, and therefore denies them. 395. Tempest admits that Qwest filed a Form 10-Q on August 14, 2001. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 395, and therefore denies them.

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396.

Tempest admits that Qwest filed a Form 10-Q on August 14, 2001. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 396, and therefore denies them. 397. Tempest admits that Qwest filed a Form 10-Q on August 14, 2001. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 397, and therefore denies them. 398. Tempest admits that Qwest filed a Form 10-Q on August 14, 2001. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 398, and therefore denies them. 399. Tempest denies the allegations in paragraph 399. 8. 400. Third Quarter 2001 Form 10-Q

Tempest admits that Qwest filed a Form 10-Q on November 14, 2001. That

public filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 400, and therefore denies them. 401. Tempest admits that Qwest filed a Form 10-Q on November 14, 2001. That

public filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 401, and therefore denies them.

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402.

Tempest admits that Qwest filed a Form 10-Q on November 14, 2001. That

public filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 402, and therefore denies them. 403. Tempest admits that Qwest filed a Form 10-Q on November 14, 2001. That

public filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 403, and therefore denies them. 404. Tempest admits that Qwest filed a Form 10-Q on November 14, 2001. That

public filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 404, and therefore denies them. 405. Tempest denies the allegations in paragraph 405. 9. 406. 2001 Form 10-K

Tempest admits that Qwest filed a Form 10-K405 on April 1, 2002. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 406, and therefore denies them. 407. Tempest admits that Qwest filed a Form 10-K405 on April 1, 2002. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 407, and therefore denies them.

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408.

Tempest admits that Qwest filed a Form 10-K405 on April 1, 2002. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 408, and therefore denies them. 409. Tempest admits that Qwest filed a Form 10-K405 on April 1, 2002. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 409, and therefore denies them. 410. Tempest admits that Qwest filed a Form 10-K405 on April 1, 2002. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 410, and therefore denies them. 411. Tempest admits that Qwest filed a Form 10-K405 on April 1, 2002. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 411, and therefore denies them. 412. Tempest admits that Qwest filed a Form 10-K405 on April 1, 2002. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 412, and therefore denies them. 413. Tempest admits that Qwest filed a Form 10-K405 on April 1, 2002. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a

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complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 413, and therefore denies them. 414. Tempest denies the allegations in paragraph 414. 10. 415. First Quarter 2002 Form 10-Q

Tempest admits that Qwest filed a Form 10-Q on May 15, 2002. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 415, and therefore denies them. 416. Tempest admits that Qwest filed a Form 10-Q on May 15, 2002. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 416, and therefore denies them. 417. Tempest admits that Qwest filed a Form 10-Q on May 15, 2002. That public

filing speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 417, and therefore denies them. 418. B. 419. Tempest denies the allegations in paragraph 418. Earnings Reports Tempest adopts and incorporates Qwest's Answer to paragraph 419. 1. 420. February 2, 2000 Press Release

Tempest admits that Qwest issued a press release on February 2, 2000. That press

release speaks for itself, and Tempest respectfully refers the Court to the full document for a

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complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 420, and therefore denies them. 421. Tempest admits that Qwest issued a press release on February 2, 2000. That press

release speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 421, and therefore denies them. 422. Tempest admits that Qwest issued a press release on February 2, 2000. That press

release speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 422, and therefore denies them. 423. Tempest admits that Qwest issued a press release on February 2, 2000. That press

release speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 423, and therefore denies them. 424. Tempest denies the allegations in paragraph 424. 2. 425. April 19, 2000 Press Release

Tempest admits that Qwest issued a press release on April 19, 2000. That press

release speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 425, and therefore denies them. 426. Tempest admits that Qwest issued a press release on April 19, 2000. That press

release speaks for itself, and Tempest respectfully refers the Court to the full document for a

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complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 426, and therefore denies them. 427. Tempest admits that Qwest issued a press release on April 19, 2000. That press

release speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 427, and therefore denies them. 428. Tempest admits that Qwest issued a press release on April 19, 2000. That press

release speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 428, and therefore denies them. 429. Tempest admits that Qwest issued a press release on April 19, 2000. That press

release speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 429, and therefore denies them. 430. Tempest admits that Qwest issued a press release on April 19, 2000. That press

release speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 430, and therefore denies them. 431. Tempest denies the allegations in paragraph 431. 3. 432. July 19, 2000 Press Release

Tempest admits that Qwest issued a press release on July 19, 2000. That press

release speaks for itself, and Tempest respectfully refers the Court to the full document for a

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complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 432, and therefore denies them. 433. Tempest admits that Qwest issued a press release on July 19, 2000. That press

release speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 433, and therefore denies them. 434. Tempest admits that Qwest issued a press release on July 19, 2000. That press

release speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 434, and therefore denies them. 435. Tempest admits that Qwest issued a press release on July 19, 2000. That press

release speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 435, and therefore denies them. 436. Tempest admits that Qwest issued a press release on July 19, 2000. That press

release speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 436, and therefore denies them. 437. Tempest admits that Qwest issued a press release on July 19, 2000. That press

release speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 437, and therefore denies them.

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438.

Tempest denies the allegations in paragraph 438. 4. October 24, 2000 Press Release

439.

Tempest admits that Qwest issued a press release on October 24, 2000. That

press release speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 439, and therefore denies them. 440. Tempest admits that Qwest issued a press release on October 24, 2000. That

press release speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 440, and therefore denies them. 441. Tempest admits that Qwest issued a press release on October 24, 2000. That

press release speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 441, and therefore denies them. 442. Tempest admits that Qwest issued a press release on October 24, 2000. That

press release speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 442, and therefore denies them. 443. Tempest admits that Qwest issued a press release on October 24, 2000. That

press release speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 443, and therefore denies them.

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444.

Tempest admits that Qwest issued a press release on October 24, 2000. That

press release speaks for itself, and Tempest respectfully refers the Court to the full document for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 444, and therefore denies them. 445. Tempest denies the allegations in paragraph 445. 5. 446. January 24, 2001 Press Release

Tempest admits that Qwest issued a press release on January 24, 2001, and that Those

Qwest filed a Form 8-K on January 25, 2001 that incorporated the press release.

documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or

information to admit or deny any remaining allegations in paragraph 446, and therefore denies them. 447. Tempest admits that Qwest issued a press release on January 24, 2001, and that Those

Qwest filed a Form 8-K on January 25, 2001 that incorporated the press release.

documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or

information to admit or deny any remaining allegations in paragraph 447, and therefore denies them. 448. Tempest admits that Qwest issued a press release on January 24, 2001, and that Those

Qwest filed a Form 8-K on January 25, 2001 that incorporated the press release.

documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or

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information to admit or deny any remaining allegations in paragraph 448, and therefore denies them. 449. Tempest admits that Qwest issued a press release on January 24, 2001, and that Those

Qwest filed a Form 8-K on January 25, 2001 that incorporated the press release.

documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or

information to admit or deny any remaining allegations in paragraph 449, and therefore denies them. 450. Tempest admits that Qwest issued a press release on January 24, 2001, and that Those

Qwest filed a Form 8-K on January 25, 2001 that incorporated the press release.

documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or

information to admit or deny any remaining allegations in paragraph 450, and therefore denies them. 451. Tempest admits that Qwest issued a press release on January 24, 2001, and that Those

Qwest filed a Form 8-K on January 25, 2001 that incorporated the press release.

documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or

information to admit or deny any remaining allegations in paragraph 451, and therefore denies them. 452. Tempest denies the allegations in paragraph 452.

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6. 453.

April 24, 2001 Press Release

Tempest admits that Qwest issued a press release on April 24, 2001, and that

Qwest filed a Form 8-K on April 25, 2001 that incorporated that press release. Those documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 453, and therefore denies them. 454. Tempest admits that Qwest issued a press release on April 24, 2001, and that

Qwest filed a Form 8-K on April 25, 2001 that incorporated that press release. Those documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 454, and therefore denies them. 455. Tempest admits that Qwest issued a press release on April 24, 2001, and that

Qwest filed a Form 8-K on April 25, 2001 that incorporated that press release. Those documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 455, and therefore denies them. 456. Tempest admits that Qwest issued a press release on April 24, 2001, and that

Qwest filed a Form 8-K on April 25, 2001 that incorporated that press release. Those documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 456, and therefore denies them.

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457.

Tempest admits that Qwest issued a press release on April 24, 2001, and that

Qwest filed a Form 8-K on April 25, 2001 that incorporated that press release. Those documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 457, and therefore denies them. 458. Tempest admits that Qwest issued a press release on April 24, 2001, and that

Qwest filed a Form 8-K on April 25, 2001 that incorporated that press release. Those documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 458, and therefore denies them. 459. Tempest denies the allegations in paragraph 459. 7. 460. July 24, 2001 Press Release

Tempest admits that Qwest issued a press release on July 24, 2001, and that

Qwest filed a Form 8-K on July 26, 2001 incorporating that press release. Those documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 460, and therefore denies them. 461. Tempest admits that Qwest issued a press release on July 24, 2001, and that

Qwest filed a Form 8-K on July 26, 2001 incorporating that press release. Those documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 461, and therefore denies them.

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462.

Tempest admits that Qwest issued a press release on July 24, 2001, and that

Qwest filed a Form 8-K on July 26, 2001 incorporating that press release. Those documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 462, and therefore denies them. 463. Tempest admits that Qwest issued a press release on July 24, 2001, and that

Qwest filed a Form 8-K on July 26, 2001 incorporating that press release. Those documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 463, and therefore denies them. 464. Tempest admits that Qwest issued a press release on July 24, 2001, and that

Qwest filed a Form 8-K on July 26, 2001 incorporating that press release. Those documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 464, and therefore denies them. 465. Tempest denies the allegations in paragraph 465. 8. 466. October 31, 2001 Press Release

Tempest admits that Qwest issued a press release on October 31, 2001, and filed a

Form 8-K that same day incorporating the press release. Those documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or information to admit or deny any

remaining allegations in paragraph 466, and therefore denies them.

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467.

Tempest admits that Qwest issued a press release on October 31, 2001, and filed a

Form 8-K that same day incorporating the press release. Those documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or information to admit or deny any

remaining allegations in paragraph 467, and therefore denies them. 468. Tempest admits that Qwest issued a press release on October 31, 2001, and filed a

Form 8-K that same day incorporating the press release. Those documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or information to admit or deny any

remaining allegations in paragraph 468, and therefore denies them. 469. Tempest admits that Qwest issued a press release on October 31, 2001, and filed a

Form 8-K that same day incorporating the press release. Those documents speak for themselves, and Tempest respectfully refers the Court to the full document for a complete understanding of their contents. Tempest lacks sufficient knowledge or information to admit or deny any

remaining allegations in paragraph 469, and therefore denies them. 470. Tempest admits that Qwest issued a press release on October 31, 2001, and filed a

Form 8-K that same day incorporating the press release. Those documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or information to admit or deny any

remaining allegations in paragraph 470, and therefore denies them. 471. Tempest admits that Qwest issued a press release on October 31, 2001, and filed a

Form 8-K that same day incorporating the press release. Those documents speak for themselves,

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and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or information to admit or deny any

remaining allegations in paragraph 471, and therefore denies them. 472. Tempest admits that Qwest issued a press release on October 31, 2001, and filed a

Form 8-K that same day incorporating the press release. Those documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or information to admit or deny any

remaining allegations in paragraph 472, and therefore denies them. 473. Tempest admits that Qwest issued a press release on October 31, 2001, and filed a

Form 8-K that same day incorporating the press release. Those documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or information to admit or deny any

remaining allegations in paragraph 473, and therefore denies them. 474. Tempest admits that Qwest issued a press release on October 31, 2001, and filed a

Form 8-K that same day incorporating the press release. Those documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or information to admit or deny any

remaining allegations in paragraph 474, and therefore denies them. 475. Tempest admits that Qwest issued a press release on October 31, 2001, and filed a

Form 8-K that same day incorporating the press release. Those documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of

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their contents.

Tempest lacks sufficient knowledge or information to admit or deny any

remaining allegations in paragraph 475, and therefore denies them. 476. Tempest denies the allegations in paragraph 476. 9. 477. January 29, 2002 Press Release

Tempest admits that Qwest issued a press release on January 29, 2002, and that Those

Qwest filed a Form 8-K on January 30, 2002 that incorporated the press release.

documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or

information to admit or deny any remaining allegations in paragraph 477, and therefore denies them. 478. Tempest admits that Qwest issued a press release on January 29, 2002, and that Those

Qwest filed a Form 8-K on January 30, 2002 that incorporated the press release.

documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or

information to admit or deny any remaining allegations in paragraph 478, and therefore denies them. 479. Tempest admits that Qwest issued a press release on January 29, 2002, and that Those

Qwest filed a Form 8-K on January 30, 2002 that incorporated the press release.

documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or

information to admit or deny any remaining allegations in paragraph 479, and therefore denies them.

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480.

Tempest admits that Qwest issued a press release on January 29, 2002, and that Those

Qwest filed a Form 8-K on January 30, 2002 that incorporated the press release.

documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or

information to admit or deny any remaining allegations in paragraph 480, and therefore denies them. 481. Tempest admits that Qwest issued a press release on January 29, 2002, and that Those

Qwest filed a Form 8-K on January 30, 2002 that incorporated the press release.

documents speak for themselves, and Tempest respectfully refers the Court to the full documents for a complete understanding of their contents. Tempest lacks sufficient knowledge or

information to admit or deny any remaining allegations in paragraph 481, and therefore denies them. 482. C. 483. Tempest denies the allegations in paragraph 482. Other Public Statements Insofar as the allegations in the first sentence of paragraph 483 are directed at

him, Tempest denies them. Insofar as the allegations in the first sentence of paragraph 483 are directed at other Defendants. Tempest admits that certain Defendants participated in certain press releases and conference calls. Tempest denies any remaining in paragraph 483. 484. Tempest denies the allegations in the first sentence of paragraph 484. Tempest

admits that Qwest issued a press release on January 18, 2002. That press release speaks for itself, and Tempest respectfully refers the Court to the full press release for a complete

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understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 484, and therefore denies them. 485. 486. Tempest denies the allegations in paragraph 485. Tempest denies the allegations in the first sentence of paragraph 486. Tempest

admits that Qwest issued a press release on June 18, 2001. That press release speaks for itself, and Tempest respectfully refers the Court to the full press release for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any

remaining allegations in paragraph 486, and therefore denies them. 487. Tempest admits that Qwest issued a press release on June 18, 2001. That press

release speaks for itself, and Tempest respectfully refers the Court to the full press release for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 487, and therefore denies them. 488. 489. Tempest denies the allegations in paragraph 488. Tempest denies the allegations in the first sentence of paragraph 489. Tempest

admits that Qwest issued a press release on June 19, 2001. That press release speaks for itself, and Tempest respectfully refers the Court to the full press release for a complete understanding of its contents. Tempest lacks sufficient knowledge or information to admit or deny any

remaining allegations in paragraph 489, and therefore denies them. 490. Tempest admits that Morgan Stanley issued a report on June 20, 2001 in which

Qwest is discussed. Tempest denies all other allegations in paragraph 490.

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491.

Insofar as the allegations in the first sentence of paragraph 491 are directed at

him, Tempest denies them. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 491, and therefore denies them. VII. FRAUDULENT INTENT A. Individual Defendants' Knowledge and Scienter 1. 492. Lucrative Insider Trading

Insofar as the allegations in paragraph 492 are directed at him, Tempest denies

them. Tempest lacks sufficient information or knowledge to admit or deny the allegations in paragraph 492 insofar as they are directed at other individuals, and therefore denies them. 493. Tempest admits that he sold shares of Qwest stock as set forth in Responses of

Defendant Drake S. Tempest to Plaintiffs' First Set of Interrogatories to Joseph P. Nacchio, Philip F. Anschutz, Robin R. Szeliga, Robert S. Woodruff, Drake S. Tempest, James A. Smith and Craig D. Slater dated March 14, 2005. Tempest lacks sufficient information or knowledge to admit or deny the allegations in paragraph 493 insofar as they are directed at other individuals, and therefore denies them. 494. Insofar as the allegations in paragraph 494 are directed at him, Tempest denies

them. Tempest lacks sufficient information or knowledge to admit or deny the allegations in paragraph 494 insofar as they are directed at other individuals, and therefore denies them. 495. Tempest admits that Business Week published an article on May 27, 2002 in

which Qwest is discussed. Tempest lacks sufficient information or knowledge to admit or deny any remaining allegations in paragraph 495, and therefore denies them.

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496.

Tempest admits that Qwest filed a proxy statement on April 9, 2002, which

speaks for itself. Tempest lacks sufficient information or knowledge to admit or deny any remaining allegations in paragraph 496, and therefore denies them. 497. Tempest lacks sufficient knowledge or information to admit or deny the

allegations in paragraph 497, and therefore denies them. 2. 498. Knowledge or Improprieties Reckless Disregard of Qwest's Accounting

Tempest denies the allegations in paragraph 498. a. Senior Management

499. 500.

Tempest adopts and incorporates Qwest's Answer to paragraph 499. Tempest lacks sufficient knowledge or information to admit or deny the

allegations in paragraph 500, and therefore denies them. 501. 502. 503. 504. Tempest adopts and incorporates Qwest's Answer to paragraph 501. Tempest adopts and incorporates Qwest's Answer to paragraph 502. Tempest adopts and incorporates Qwest's Answer to paragraph 503. Tempest lacks sufficient knowledge or information to admit or deny any

remaining allegations in paragraph 504, and therefore denies them. 505. Tempest denies the allegations in the first sentence of paragraph 505. Tempest

lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 505, and therefore denies them. 506. Tempest lacks sufficient knowledge or information to admit or deny the

allegations in paragraph 506, and therefore denies them.

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507.

Tempest admits that the Denver Post published an article about Qwest on

September 9, 2001 and a letter signed by Tempest on September 16, 2001, both of which speak for themselves. Tempest denies any remaining allegations in paragraph 507. 508. 509. 510. Tempest adopts and incorporates Qwest's Answer to paragraph 508. Tempest denies the allegations in paragraph 509. To the extent the allegations in paragraph 510 are directed at him, Tempest denies

them. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 510, and therefore denies them. b. 511. Board of Directors

Tempest admits that Mr. Anschutz, Mr. Nacchio, and Mr. Slater served on

Qwest's Board of Directors. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 511, and therefore denies them. 512. Tempest lacks sufficient knowledge or information to admit or deny the

allegations in paragraph 512, and therefore denies them. 513. Tempest lacks sufficient knowledge or information to admit or deny Anschutz

receiving an anonymous letter to Qwest's Board in May 2002 containing the quotes Plaintiff includes in paragraph 513. Tempest denies all of the allegations relating to the content of the letter, and denies any remaining allegations in paragraph 513. 514. Tempest admits that Mr. Slater served on Qwest's Board of Directors and that Mr.

Slater is President of the Anschutz Investment Company. Tempest further admits that Mr. Slater served as a member of the Executive Committee of Qwest's Board of Directors. The charter for the Executive Committee speaks for itself, and Tempest respectfully refers the Court to the

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charter for a full understanding of the authority granted to the Executive Committee. Tempest denies all other allegations in paragraph 514. c. 515. Qwest Audit Committee

Tempest admits that Khosla and Nelson served on Qwest's Board of Directors.

Tempest denies all other allegations in paragraph 515. 516. Tempest lacks sufficient knowledge or information to admit or deny the

allegations of paragraph 516, and therefore denies them. 517. Tempest lacks sufficient knowledge or information to admit or deny the

allegations of paragraph 517, and therefore denies them. 518. Tempest lacks sufficient knowledge or information to admit or deny the

allegations of paragraph 518, and therefore denies them. 519. Tempest admits that the United States House of Representatives Committee on

Energy and Commerce held hearings on September 24 and October 1, 2002 entitled "Capacity Swaps by Global Crossing and Qwest: Sham Transactions Designed to Boost Revenues?" Tempest further admits that Ms. Szeliga testified at those hearings. Ms. Szeliga's testimony speaks for itself, and Tempest respectfully refers the Court to the full transcript for a complete understanding of the contents of Ms. Szeliga's testimony. Tempest lacks sufficient knowledge or information to admit or deny any remaining allegations in paragraph 519, and therefore denies them. 520. Tempest lacks sufficient knowledge or information to admit or deny the

allegations of paragraph 520, and therefore denies them.

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