THIS DOCUMENT IS A COPY OF THE FORM 8-K
FILED ON OCTOBER 27, 1995 PURSUANT TO A
RULE 201 TEMPORARY HARDSHIP EXEMPTION
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: October 27, 1995
U S WEST, Inc.
A Delaware Commission File IRS Employer
Corporation Number 1-8611 Identification
No. 84-0926774
7800 East Orchard Road, Englewood, Colorado 80111
Telephone Number (303) 793-6500
Item 4. Changes in Registrant's Certifying Accountant
In view of the expected implementation of the Company's targeted
stock structure, the Company has determined, following a
recommendation of the Audit Committee, that it will be more
efficient and effective for the Company to have a single firm
perform the auditing function for the entire business. This
decision has resulted in a difficult choice between two highly
qualified auditing firms. Until now, Coopers & Lybrand L.L.P. has
served as the Company's independent auditor, and Arthur Andersen
LLP has served as the primary auditing firm for major subsidiaries
within the U S WEST Media Group. After careful consideration and
review, the Company has determined that Arthur Andersen LLP will
serve as the Company's independent auditor. For that reason, the
Company has notified Coopers & Lybrand L.L.P. that the Company will
no longer retain the firm as its independent auditor, effective
upon the completion of the audit of the Company's financial
statements for the fiscal year ending December 31, 1995. The
Company maintains high regard for Coopers & Lybrand L.L.P. and is
grateful for the work it has performed over the years.
During the Company's two most recent fiscal years ended December
31, 1994 and December 31, 1993, the reports of Coopers & Lybrand
L.L.P. on the Company's financial statements contained no adverse
opinion or disclaimer of opinion, nor were they qualified or
modified as to uncertainty, audit scope or accounting principles.
During the Company's two most recent fiscal years ended December
31, 1994 and December 31, 1993, and interim periods thereafter:
(1) No disagreements with Coopers & Lybrand L.L.P. have occurred
on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which
disagreements, if not resolved to the satisfaction of Coopers &
Lybrand L.L.P., would have caused it to make reference to the
subject matter of the disagreement in connection with its reports
on the Company's financial statements.
(2) No reportable events involving Coopers & Lybrand L.L.P. have
occurred that must be disclosed under Item 304(a)(1)(v) of
Regulation S-K.
(3) The Company has not consulted with Arthur Andersen LLP on items
that concerned the application of accounting principles to a
specific transaction, either completed or proposed, or on the type
of audit opinion that might be rendered on the Company's financial
statements.
The Company requested, and Coopers & Lybrand L.L.P. has furnished,
a letter addressed to the Securities and Exchange Commission stating
that Coopers & Lybrand L.L.P. agrees with the statements set forth
in the second paragraph above and in numbered paragraphs (1) and (2)
above. A copy of that letter from Coopers & Lybrand L.L.P. to the
Securities and Exchange Commission is filed as Exhibit 16 to this
Form 8-K.
Item 7. Exhibits
EXHIBIT NO. DESCRIPTION
4.1 Form of Note concerning the U S WEST Capital Funding,
Inc. 6.31% Notes due November 1, 2005, unconditionally
guaranteed as to payment of principal and interest by
U S WEST, Inc.
4.2 Form of Distribution Agreement between U S WEST Capital
Funding, Inc.; Merrill Lynch & Co.; Merrill Lynch,
Pierce; Fenner & Smith Incorporated; Goldman, Sachs &
Co.; Lehman Brothers; Lehman Brothers, Inc.; Morgan
Stanley & Co. Incorporated and Salomon Brothers Inc,
dated October 13, 1995.
4.3 Form of U S WEST Capital Funding, Inc. Fixed Rate
Medium-Term Note.
4.4 Form of U S WEST Capital Funding, Inc. Floating Rate
Medium-Term Note.
16 Letter from Coopers & Lybrand L.L.P. dated October 27,
1995.
27 Financial Data Schedule.
99A Press Release issued October 27, 1995 concerning the
third quarter earnings results of U S WEST, Inc. (the
"Company").
99A.1 Unaudited Consolidated Statements of Income of the
Company for quarters and nine months ended September
30, 1994 and September 30, 1995, filed in connection
with the Press Release dated October 27, 1995.
99A.2 Unaudited Consolidated Balance Sheets of the Company
for the year ended December 31, 1994 and nine months
ended September 30, 1995, filed in connection with the
Press Release dated October 27, 1995.
99A.3 Unaudited Consolidated Statements of Cash Flows of the
Company for nine months ended September 30, 1994 and
September 30, 1995, filed in connection with the Press
Release dated October 27, 1995.
EXHIBIT NO. DESCRIPTION
99A.4 Unaudited Combined Statements of Income of U S WEST
Communications Group for quarters and nine months ended
September 30, 1994 and September 30, 1995, filed in
connection with the Press Release dated October 27,
1995.
99A.5 Unaudited Selected Combined Group Data of U S WEST
Communications Group for quarters and nine months ended
September 30, 1994 and September 30, 1995, filed in
connection with the Press Release dated October 27,
1995.
99A.6 Unaudited Combined Statements of Income of U S WEST
Media Group for quarters and nine months ended
September 30, 1994 and September 30, 1995, filed in
connection with the Press Release dated October 27,
1995.
99A.7 Unaudited Selected Combined Group Data of U S WEST
Media Group for quarters and nine months ended
September 30, 1994 and September 30, 1995, filed in
connection with the Press Release dated October 27,
1995.
99A.8 Unaudited Selected Proportionate Data of U S WEST
Media Group for quarters ended September 30, 1994 and
September 30, 1995 and year to date 1994 and 1995,
filed in connection with the Press Release dated
October 27, 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: October 27, 1995