EX-FILING FEES

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Calculation of Filing Fee Tables
S-4
QWEST CORP

Table 1: Newly Registered and Carry Forward Securities	☐Not Applicable

		Security Type	Security Class Title	Fee Calculation or Carry Forward Rule	Amount Registered	Proposed Maximum Offering Price Per Unit	Maximum Aggregate Offering Price	Fee Rate	Amount of Registration Fee	Carry Forward Form Type	Carry Forward File Number	Carry Forward Initial Effective Date	Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward
Newly Registered Securities
Fees to be Paid	1	Debt	6.5% Notes due 2056	457(o)	977,500,000		$ 977,500,000.00	0.0001381	$ 134,992.75
Fees to be Paid	2	Debt	6.75% Notes due 2057	457(o)	660,000,000		$ 660,000,000.00	0.0001381	$ 91,146.00
Fees to be Paid	3	Debt	Guarantee of the 6.5% Notes due 2056	Other				0.0001381	$ 0.00
Fees to be Paid	4	Debt	Guarantee of the 6.75% Notes due 2057	Other				0.0001381	$ 0.00
Fees Previously Paid
Carry Forward Securities
Carry Forward Securities
			Total Offering Amounts:				$ 1,637,500,000.00		$ 226,138.75
			Total Fees Previously Paid:						$ 0.00
			Total Fee Offsets:						$ 0.00
			Net Fee Due:						$ 226,138.75

Offering Note

	Amount of Securities to be Received or Cancelled	Value per Share of Securities to be Received or Cancelled	Total Value of Securities to be Received or Cancelled	Cash Consideration Received by the registrant	Cash Consideration (Paid) by the registrant	Maximum Aggregate Offering Price
¹	Rule 457(f) Fee Calculation Details (1) Represents the aggregate principal amount of each series of notes to be issued in the exchange offers to which this registration statement relates. (2) Estimated pursuant to Rule 457(f) under the Securities Act of 1933, as amended (the "Securities Act"), and solely for the purpose of calculating the registration fee. (3) Pursuant to Rule 457(n) under the Securities Act, no separate filing fee is required for the guarantees.
	977,500,000	$ 1.00	$ 977,500,000.00			$ 977,500,000.00

²	Rule 457(f) Fee Calculation Details (1) Represents the aggregate principal amount of each series of notes to be issued in the exchange offers to which this registration statement relates. (2) Estimated pursuant to Rule 457(f) under the Securities Act of 1933, as amended (the "Securities Act"), and solely for the purpose of calculating the registration fee. (3) Pursuant to Rule 457(n) under the Securities Act, no separate filing fee is required for the guarantees.
	Amount of Securities to be Received or Cancelled	Value per Share of Securities to be Received or Cancelled	Total Value of Securities to be Received or Cancelled	Cash Consideration Received by the registrant	Cash Consideration (Paid) by the registrant	Maximum Aggregate Offering Price
	660,000,000	$ 1.00	$ 660,000,000.00			$ 660,000,000.00

³	(1) Represents the aggregate principal amount of each series of notes to be issued in the exchange offers to which this registration statement relates. (2) Estimated pursuant to Rule 457(f) under the Securities Act of 1933, as amended (the "Securities Act"), and solely for the purpose of calculating the registration fee. (3) Pursuant to Rule 457(n) under the Securities Act, no separate filing fee is required for the guarantees.

⁴	(1) Represents the aggregate principal amount of each series of notes to be issued in the exchange offers to which this registration statement relates. (2) Estimated pursuant to Rule 457(f) under the Securities Act of 1933, as amended (the "Securities Act"), and solely for the purpose of calculating the registration fee. (3) Pursuant to Rule 457(n) under the Securities Act, no separate filing fee is required for the guarantees.

Table 2: Fee Offset Claims and Sources	☑Not Applicable

		Registrant or Filer Name	Form or Filing Type	File Number	Initial Filing Date	Filing Date	Fee Offset Claimed	Security Type Associated with Fee Offset Claimed	Security Title Associated with Fee Offset Claimed	Unsold Securities Associated with Fee Offset Claimed	Unsold Aggregate Offering Amount Associated with Fee Offset Claimed	Fee Paid with Fee Offset Source
Rules 457(b) and 0-11(a)(2)
Fee Offset Claims
Fee Offset Sources
Rule 457(p)
Fee Offset Claims
Fee Offset Sources

Table 3: Combined Prospectuses	☑Not Applicable

	Security Type	Security Class Title	Amount of Securities Previously Registered	Maximum Aggregate Offering Price of Securities Previously Registered	Form Type	File Number	Initial Effective Date