Registration Nos. 33-50049, 33-50049-01, 33-19226
     and 33-19226-01

     Filing under Rule 424(b)(3)

PRICING SUPPLEMENT NO. 31 DATED FEBRUARY 1, 1996
(To Prospectus dated October 3, 1995, as supplemented by Prospectus
Supplements dated October 13, 1995 and November 1, 1995)


                        U S WEST CAPITAL FUNDING, INC.

                              MEDIUM-TERM NOTES

                  DUE NINE MONTHS OR MORE FROM DATE OF ISSUE

                 UNCONDITIONALLY GUARANTEED AS TO PAYMENT OF
                 PRINCIPAL, PREMIUM, IF ANY, AND INTEREST BY

                                U S WEST, INC.
                             ____________________






                          

Aggregate Principal Amount:  $       5,000,000 

Settlement Date:             February 6, 1996

Maturity:                    February 6, 2003

Coupon:                                   6.02%




PURCHASE AS PRINCIPAL

      This Pricing Supplement relates to $5,000,000 aggregate principal amount
of Notes that are being purchased, as principal, by Lehman Brothers, Inc.
("Lehman Brothers") for resale to investors at varying prices relating to
prevailing market prices at the time of resale as determined by Lehman
Brothers.    The  net  proceeds payable by Lehman Brothers to U S WEST Capital
Funding,  Inc.  ("Capital  Funding") will be 99.40% of the aggregate principal
amount  of  the  Notes, or $4,970,000, before deduction of expenses payable by
Capital  Funding.    In connection with the sale of the Notes, Lehman Brothers
may be deemed to have received compensation in the form of underwriting
discounts in the amount of 0.60% of the aggregate principal amount of the
Notes, or $30,000.