In this paper we work on a multi-level network optimization problem that integrates into the same model important aspects of: (i) discrete facility location, (ii) topological network design, and (iii) network dimensioning. Potential applications for the model are discussed, stressing its growing importance. The multi-level network optimization problem treated is defined and a mathematical programming formulation is presented. We make use of a branch-and-bound algorithm based on Lagrangean relaxation lower bounds to introduce some new powerful auxiliary algorithms to exactly solve the problem. We conduct a set of computational experiments that indicate the quality of the proposed approach.