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                                                                     EXHIBIT 4-F

                     QWEST COMMUNICATIONS INTERNATIONAL INC.

                              Officers' Certificate

                  Pursuant to Sections 2.02, 2.03 and 11.04 of the Indenture,
dated as of June 29, 1998, as supplemented by the First Supplemental Indenture,
dated as of June 30, 2000 (as so supplemented, the "Indenture"), each among
Qwest Capital Funding, Inc. ("Capital Funding"), Qwest Communications
International Inc. ("Qwest") and Bank One Trust Company, National Association,
as trustee, each of the undersigned, the Executive Vice President, General
Counsel, Chief Administrative Officer and Secretary of Qwest, and the Associate
General Counsel and Assistant Secretary of Qwest, hereby certifies, on Qwest's
behalf, as follows:

                  (1) The guarantees (the "Guarantees") by Qwest as to the
         payment of principal, premium, if any, and interest on the series
         designated as the 5 7/8% Notes due August 3, 2004 of Capital Funding in
         an aggregate principal amount of $1,250,000,000, the series designated
         as the 7% Notes due August 3, 2009 of Capital Funding in an aggregate
         principal amount of $2,000,000,000 and the series designated as the
         7 5/8% Notes due August 3, 2021 of Capital Funding in an aggregate
         principal amount of $500,000,000 (collectively, the "Notes"), have been
         approved and authorized in accordance with the provisions of the
         Indenture by resolutions duly adopted by the Executive Committee of the
         Board of Directors of Qwest at meetings held on June 30, 2000 and July
         25, 2001; such resolutions have not been amended, modified or rescinded
         and remain in full force and effect; and such resolutions are the only
         resolutions adopted by Qwest's Board of Directors, or any committee of
         such Board of Directors, relating to the Guarantees.

                  (2) The Guarantees shall be unconditional guarantees by Qwest
         as to the payment of principal, premium, if any, and interest on the
         Notes on the terms set forth in the Offering Memorandum, dated July 25,
         2001.

                  (3) The Guarantees shall be substantially in the form attached
         hereto as Exhibit A. The form of the Guarantees complies with Section
         2.16 of the Indenture.

                  (4) All covenants or conditions precedent provided for in the
         Indenture relating to the establishment of the Guarantees, the
         determination of the terms of the Guarantees and the creation of the
         forms of such Guarantees has been complied with.

                  Each of the undersigned states that he has read and is
familiar with the provisions of Article Two of the Indenture relating to the
issuance of Guarantees thereunder; that he is generally familiar with the other
provisions of the Indenture and with the affairs of Qwest and its corporate acts
and proceedings; and that, in his opinion, he has made such examination or
investigation as is necessary to enable him to express an informed opinion as to
whether or not the covenants and conditions referred to above have been complied
with.



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                  IN WITNESS WHEREOF, we have hereunto signed our names on
behalf of Qwest and affixed the seal of Qwest.

Dated as of July 30, 2001

                                By: /s/ DRAKE S. TEMPEST
                                   ---------------------------
                                   Name:  Drake S. Tempest
                                   Title: Executive Vice President, General
                                          Counsel, Chief Administrative Officer
                                          and Secretary





                                By: /s/ YASH A. RANA
                                   ---------------------------
                                   Name:  Yash A. Rana
                                   Title: Associate General Counsel and
                                          Assistant Secretary