<PAGE> 1
Prospectus Supplement No. 15
dated May 24, 1999 Filed Pursuant to Rule 424(b)(3)
(to Prospectus dated August 28, 1997) Registration No. 333-33421
IXC COMMUNICATIONS, INC.
1,400,000 SHARES OF 7 1/4% CONVERTIBLE PREFERRED STOCK DUE 2007
(LIQUIDATION PREFERENCE $100 PER SHARE) AND THE SHARES OF COMMON STOCK
INTO WHICH THE PREFERRED STOCK IS CONVERTIBLE AND
97,481 ADDITIONAL SHARES OF COMMON STOCK
This Prospectus Supplement supplements information contained in that
certain Prospectus dated August 28, 1997, as supplemented by Prospectus
Supplement No. 1 dated September 10, 1997, Prospectus Supplement No. 2 dated
September 24, 1997, Prospectus Supplement No. 3 dated October 7, 1997,
Prospectus Supplement No. 4 dated November 12, 1997, Prospectus Supplement No. 5
dated December 19, 1997, Prospectus Supplement No. 6 dated January 13, 1998,
Prospectus Supplement No. 7 dated February 6, 1998, Prospectus Supplement No. 8
dated February 13, 1998, Prospectus Supplement No. 9 dated March 31, 1998,
Prospectus Supplement No. 10 dated April 22, 1998, Prospectus Supplement No. 11
dated May 15, 1998, Prospectus Supplement No. 12 dated June 24, 1998, Prospectus
Supplement No. 13 dated August 6, 1998 and Prospectus Supplement No. 14 dated
January 5, 1999 (collectively, the "Prospectus") relating to the offer and sale
by (i) the Convertible Preferred Selling Holders of (a) up to 1,400,000 shares
of 7 1/4% Junior Convertible Preferred Stock Due 2007, par value $0.01 per share
(the "Convertible Preferred Stock"), of IXC Communications, Inc., a Delaware
corporation (the "Company") and (b) the shares of common stock, par value $0.01
per share (the "Common Stock") of the Company (including any shares of Common
Stock resulting from an adjustment to the conversion price of the Convertible
Preferred Stock pursuant to the antidilution provisions of the Certificate of
Designation governing the Convertible Preferred Stock) issuable upon conversion
thereof and (ii) the Telecom One Selling Holders of 97,481 shares of Common
Stock. This Prospectus Supplement is not complete without, and may not be
delivered or utilized except in connection with, the Prospectus. Capitalized
terms used herein but not defined have the meanings assigned to such terms in
the Prospectus.
The following table supplements the information set forth in the
Prospectus under the heading "Selling Holders--Convertible Preferred Selling
Holders" with respect to certain Convertible Preferred Selling Holders and the
number of shares of Convertible Preferred Stock beneficially owned by such
Convertible Preferred Selling Holders that may be offered and sold pursuant to
the Prospectus, as supplemented, to add the following Convertible Preferred
Selling Holders and the number of shares of Convertible Preferred Stock
beneficially owned by such Convertible Preferred Selling Holders and to add the
following number of shares, with respect to the following Convertible Preferred
Selling Holders previously listed in Prospectus Supplement No. 1, Prospectus
Supplement No. 3, Prospectus Supplement No. 5, Prospectus Supplement No. 6,
Prospectus Supplement No. 7, Prospectus Supplement No. 9, Prospectus Supplement
No. 11, Prospectus Supplement No. 12 and Prospectus Supplement No. 13 to the
table set forth in the Prospectus:
<TABLE>
<CAPTION>
NUMBER OF SHARES
OF CONVERTIBLE
CONVERTIBLE PREFERRED SELLING HOLDERS PREFERRED STOCK
- --------------------------------------- ----------------
<S> <C>
Atlas Balanced Fund...................................... 3,222
Credit Suisse First Boston Corporation*.................. 2,500
Deutsche Bank Securities Inc............................. 1,857
Oppenheimer Equity Income Fund........................... 53,723
</TABLE>
Because the Convertible Preferred Selling Holders listed above and in
the Prospectus under the caption "Selling Holders--Convertible Preferred Selling
Holders" may, pursuant to the Prospectus, as supplemented, offer all or some
portion of the Convertible Preferred Stock, no estimate can be given as to the
amount of Convertible Preferred Stock that will be held by the Convertible
Preferred Selling Holders upon termination of any such sales.
Furthermore, the Convertible Preferred Selling Holders identified in the
table set forth in the Prospectus under the caption "Selling Holders" may have
sold, transferred or otherwise disposed of all or a portion of their Convertible
Preferred Stock or Common Stock since the date on which they provided the
Company with information regarding their Convertible Preferred Stock or Common
Stock, and the Company has not made any independent inquiries as to the
foregoing.
Unless otherwise noted, all information provided in this Prospectus
Supplement is as of May 24, 1999.
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* Credit Suisse First Boston Corporation has engaged in transactions with and
performed various investment banking and other services for the Company in
the past, and may do so from time to time in the future. Credit Suisse First
Boston Corporation was one of the Initial Purchasers in the original
issuance of the Convertible Preferred Stock for which it received a discount
on the purchase price.
