To all -

Our AUSWR is at work. We all know Nelson Phelps, Executive Director of the AUSWR. Retiree Hazel Floyd quoted in this article is President of the Colorado/Wyoming Retiree Association and serves as a Director on the AUSWR Board.

Phyllis Kielblock, Exec. Secr.
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Qwest seeks to exclude proxy ballot proposals Three shareholder initiatives affected by request to SEC By Jeff Smith Rocky Mountain News Thursday, January 27, 2005

Qwest Communications said it has asked federal regulators for permission to exclude from its proxy ballot three shareholder proposals, including a retiree-backed initiative to make it easier for shareholders to directly nominate board members.

Nelson Phelps, executive director of the Association of U S West Retirees, said the effort by Qwest to exclude the nonbinding, director-nominee proposal isn't a surprise, given that the Denver telco did the same thing last year.

In late December, the Securities and Exchange Commission staff ruled that The Walt Disney Co. could leave out a similar initiative from its proxy ballot after initially saying it should be included.

Qwest spokesman Steve Hammack said this week that Qwest is asking that two other shareholder proposals be excluded because they "already have been substantially approved by Qwest leadership and its board."

Hammack said those two proposals related to a shareholder ratification process of the company's outside auditor and a policy to recover senior executive bonuses in the event of financial restatements in the future.

Shareholder activist Gerald Armstrong, of Denver, who submitted the auditor proposal, complained that Qwest waited two months after he submitted his proposal to tell him it would be adopted, "so I can't introduce anything else" at this year's annual stockholders meeting.

Armstrong said he would have liked to have submitted a proposal that would call for Qwest to hire an outside independent chairman because "I think (Dick Notebaert) has too much to do" by performing the chairman and CEO jobs.

Notebaert has said before that he wouldn't have come to Qwest in the summer of 2002 if he hadn't been given both the chairman and CEO posts.

Hammack said there are a couple of other shareholder proposals likely to be on the proxy ballot, but he declined to identify them.

"We still need to discuss the proposals with Qwest's governance committee of the board of directors, and until that (process) is complete, it's inappropriate to make public statements regarding any of the proposals,"
Hammack said.

Retiree Hazel Floyd confirmed that she again has submitted a proposal that would seek shareholder approval of any extraordinary benefits for senior executives under supplemental executive retirement plans.

Management recommended against such a proposal last time, saying it could stifle efforts to recruit top talent.

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