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EXHIBIT 99

MARCH 31, 1994

LOIS LEACH, 303-793-6659
BLAIR JOHNSON, 303-793-6392


         U S WEST TO PRE-FUND EMPLOYEE BENEFIT TRUST WITH
                           STOCK ISSUANCE


     ENGLEWOOD, CO. -- U S WEST (NYSE: USW) today said that it
has contributed 4.6 million shares of its common stock to an
employee benefit trust.  The trust helps cover costs of
employees' post-retirement health benefits.

     "We're creating a win-win situation by voluntarily taking
steps to fund these benefit costs in advance," said Jim Anderson,
U S WEST vice president and treasurer.  "First, employees
benefit.  We're helping to ensure that the funds will be there,
when they need their post-retirement health benefits.  The
company also benefits.  By providing funding partly with stock,
we're conserving cash needed for other business purposes while
still setting aside funds to help meet retirees' future benefit
needs."

     In 1990, the Financial Accounting Standards Board issued a
rule requiring major corporations to accrue for employee post-
retirement benefits, instead of accounting for them as they're
paid.  The board, which establishes rules for the accounting
profession nationwide, did not require companies to fund the
liability, only to accrue for it on financial statements.

     When U S WEST adopted the accounting rule in 1992, it
already had established benefit trusts and had begun funding the
liability for retirees.

     U S WEST is in the connections business, helping customers
share information, entertainment and communications services in
local markets worldwide.  U S WEST's major subsidiary, U S WEST
Communications, provides services to 25 million customers in 14
western and midwestern states.

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