UNITED STATES
                      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 (Date of earliest event reported):  July 25, 1996





                                U S WEST, Inc.
            (Exact name of registrant as specified in its charter)






                                     

A Delaware Corporation    Commission File  IRS Employer Identification
(State of incorporation)  Number 1-8611    No. 84-0926774





              7800 East Orchard Road, Englewood, Colorado 80111
         (Address of principal executive offices, including Zip Code)

                       Telephone Number (303) 793-6500
             (Registrant's telephone number, including area code)


Item 5.  Other Events

On  July  25,  1996, U S WEST Communications Group released its second quarter
earnings  results.    In  addition,  U  S WEST Media Group released its second
quarter  earnings  results  on  July  26,  1996.    The releases and financial
statements are attached hereto as Exhibits.


Item 7.  Exhibits

Exhibit     Description

27     Financial Data Schedule.

99A      Press Release issued July 25, 1996 concerning the earnings results of
U S WEST Communications Group for the second quarter of 1996.

99A.1       Unaudited Combined Statements of Income of U S WEST Communications
Group  for the quarters ended June 30, 1995 and 1996, filed in connection with
the Press Release dated July 25, 1996.

99A.2     Unaudited Earnings Normalization Schedule of U S WEST Communications
Group  for the quarters ended June 30, 1995 and 1996, filed in connection with
the Press Release dated July 25, 1996.

99A.3        Unaudited Selected Combined Group Data of U S WEST Communications
Group  for the quarters ended June 30, 1995 and 1996, filed in connection with
the Press Release dated July 25, 1996.

99A.4       Unaudited Combined Balance Sheets of U S WEST Communications Group
for the quarter ended June 30, 1996 and year ended December 31, 1995, filed in
connection with the Press Release dated July 25, 1996.

99A.5          Unaudited  Combined  Statements  of  Cash  Flows  of  U  S WEST
Communications  Group for the six-months periods ended June 30, 1995 and 1996,
filed in connection with the Press Release dated July 25, 1996.

99A.6      Unaudited Statements of Income of U S WEST Communications, Inc. for
the  six-months periods ended June 30, 1995 and 1996, filed in connection with
the Press Release dated July 25, 1996.

99B      Press Release issued July 26, 1996 concerning the earnings results of
U S WEST Media Group for the second quarter of 1996.

99B.1      Unaudited Combined Statements of Income of U S WEST Media Group for
the  quarters  and  six-months  periods ended June 30, 1995 and 1996, filed in
connection with the Press Release dated July 26, 1996.

99B.2       Unaudited Selected Combined Group Data of U S WEST Media Group for
the  quarters  and  six-months  periods ended June 30, 1995 and 1996, filed in
connection with the Press Release dated July 26, 1996.

99B.3        Unaudited Combined Balance Sheets of U S WEST Media Group for the
quarter  ended  June  30, 1996, and the year ended December 31, 1995, filed in
connection with the Press Release dated July 26, 1996.

99B.4      Unaudited Combined Statements of Cash Flows of U S WEST Media Group
for  the  six-months periods ended June 30, 1995 and 1996, filed in connection
with the Press Release dated July 26, 1996.

99B.5        Unaudited Selected Proportionate Data of U S WEST Media Group for
the  quarters ended June 30, 1995 and 1996, filed in connection with the Press
Release dated July 26, 1996.

99C.1        Unaudited Consolidated Statements of Income of U S WEST, Inc. for
the quarters and six-months periods ended June 30, 1995 and 1996.

99C.2          Unaudited Consolidated Balance Sheets of U S WEST, Inc. for the
quarter ended June 30, 1996 and the year ended December 31, 1995.

99C.3        Unaudited Consolidated Statements of Cash Flows of U S WEST, Inc.
for the six-months periods ended June 30, 1995 and 1996.


                                  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
Assistant Secretary

Dated:  July 25, 1996