SECURITIES AND EXCHANGE COMMISSION

		     Washington, D.C. 20549



			    FORM 8-K


			 CURRENT REPORT



	     Pursuant to Section 13 or 15(d) of the
		 Securities Exchange Act of 1934



		Date of Report:  July 28, 1995



			 U S WEST, INC.
A Colorado     Commission File     IRS Employer Identification
Corporation     Number 1-8611           No. 84-0926774

	7800 East Orchard Road, Englewood, Colorado 80111


		 Telephone Number (303) 793-6500







Item 7.  Exhibits


EXHIBIT NO.     DESCRIPTION
            
27             Financial Data Schedule

99A            Press Release issued July 28, 1995 concerning the
	       second quarter earnings results of U S WEST, Inc.
	       (the "Company").

99B.1          Unaudited Consolidated Statements of Income of the
	       Company for quarters and six months ended June 30,
	       1994 and June 30, 1995, filed in connection with
	       the Press Release dated July 28, 1995.

99B.2          Unaudited Selected Consolidated Data of the 
	       Company for quarters and six months ended June 30, 
	       1994 and June 30, 1995, filed in connection with 
	       the Press Release dated July 28, 1995.

99B.3          Unaudited Consolidated Balance Sheets of the 
	       Company filed in connection with the Press Release 
	       dated July 28, 1995.

99B.4          Unaudited Consolidated Statements of Cash Flows of 
	       the Company for quarters and six months ended June 
	       30, 1994 and June 30, 1995, filed in connection 
	       with the Press Release dated July 28, 1995.

99B.5          Unaudited Statements of Income of U S WEST 
	       Communications Group for quarters and six months 
	       ended June 30, 1994 and June 30, 1995, filed in 
	       connection with the Press Release dated July 28, 
	       1995.








EXHIBIT NO.     DESCRIPTION
            
99B.6          Unaudited Selected Combined Group Data for
	       U S WEST Communications Group for quarters and six
	       months ended June 30, 1994 and June 30, 1995,
	       filed in connection with the Press Release dated
	       July 28, 1995.

99B.7          Unaudited Combined Statements of Income for 
	       U S WEST Media Group for quarters and six months 
	       ended June 30, 1994 and June 30, 1995, filed in 
	       connection with the Press Release dated July 28, 
	       1995.

99B.8          Unaudited Selected Combined Group Data for 
	       U S WEST Media Group for quarters and six months 
	       ended June 30, 1994 and June 30, 1995, filed in 
	       connection with the Press Release dated July 28, 
	       1995.

99B.9         Selected Proportionate Financial Data filed in 
	      connection with the Press Release dated July 28, 
	      1995.
















SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 
1934, the registrant has duly caused this report to be signed on 
its behalf by the undersigned hereunto duly authorized.


U S WEST, Inc.

/s/ STEPHEN E. BRILZ

By __________________________
Stephen E. Brilz
Senior Attorney and
Assistant Secretary

Dated:  July 28, 1995