Exhibit 5.1
June 23, 2000
Qwest Communications International Inc.
700 Qwest Tower
555 Seventeenth Street
Denver, Colorado 80202
Ladies and Gentlemen:
Reference is made to the Registration Statement on Form S-8 to be
filed with the Securities and Exchange Commission (the "Commission") on June 23,
2000 (the "Registration Statement") by Qwest Communications International Inc.,
a Delaware corporation (the "Company"), for the purpose of registering under the
Securities Act of 1933, as amended (the "Act"), 30,000,000 shares of its common
stock, $.01 par value (the "Common Stock").
As special counsel for the Company, we have examined such documents
and reviewed such questions of law as we have considered necessary or
appropriate for the purpose of this opinion. Based on the foregoing, we are of
the opinion that the shares of Common Stock, when sold and delivered by the
Company pursuant to the Qwest Communications International Inc. Equity Incentive
Plan described in the Registration Statement, will be legally issued, fully paid
and non-assessable.
We consent to the filing of this opinion with the Commission as an
exhibit to the Registration Statement. In giving this consent, we do not thereby
admit that we are within the category of persons whose consent is required under
Section 7 of the Act or under the rules and regulations of the Commission.
We do not express an opinion on any matters other than those expressly
set forth in this letter.
Very truly yours,
HOLME ROBERTS & OWEN LLP
By: /s/ Thomas A. Richardson
Thomas A. Richardson
