U S WEST COMMUNICATIONS GROUP 1996 SECOND QUARTER EARNINGS
PAGE
EXHIBIT 99A
U S WEST Communications Group




Release Date:     July 25, 1996

Contact:     Dave Banks (303) 804-6752


  U S WEST COMMUNICATIONS GROUP REPORTS IMPROVED PROFITS AND SECOND STRAIGHT
                          QUARTER OF RECORD REVENUES

             - ACCESS LINE GROWTH ALSO CONTINUES AT RECORD PACE -

ENGLEWOOD,  Colo.  --  Fueled  by  continued  record  growth  in  revenues and
telephone  access  lines,  U  S  WEST Communications Group (NYSE:USW) reported
second  quarter  normalized income of $289 million, a 2.1 percent increase, on
an  adjusted  basis.    Earnings  per  share  (EPS)  grew  by 1.7 percent on a
normalized  basis,  to  $.61  from  $.60  in  the same period in 1995.  Second
quarter  net  income,  before one-time items, was $324 million, a 10.6 percent
increase, with EPS growing 9.7 percent to $.68 from $.62.
     Second-quarter  revenues  continued  growing  at a record pace -- a trend
started  in  the  first quarter -- increasing 6.9 percent to $2.5 billion from
$2.3  billion  a year ago.  However, earnings for the quarter were tempered by
higher  operating expenses, which totaled $1.93 billion, an 8 percent increase
over second quarter, 1995.
REVENUE GAINS CONTINUE AT RECORD PACE
     Revenue gains were driven by:
- -         Record growth in access lines, up 4.9 percent (excluding the sale of
selected  rural  telephone  exchanges) over the past 12 months.  This includes
4.1  percent  growth  in  residential  lines, a growth rate of 32.9 percent in
residential additional lines, and growth in business lines of 6.9 percent.
- -     Solid growth in network access minutes of use, up 9.9 percent;
- -     The highest-ever growth rate in local service revenues, up 9.6 percent;
- -      Strong growth in revenues from value-added services, such as Caller ID,
Call  Waiting,  Voice Messaging, and data networking services, up 59.3 percent
from  last  year.   Within that category, CLASS revenues more than doubled and
Voice  Messaging  revenues  increased  28  percent.    !NTERPRISE  (registered
trademark),  the data networking services division of U S WEST Communications,
reported  revenue  increases  of  more  than  100 percent compared to the same
period a year ago.
EXPENSES INCREASE IN SUPPORT OF VOLUMES AND GROWTH INITIATIVES
     Expense increases were driven by:
- -      Increased volume due to unprecedented access-line growth and continuing
service-improvement  initiatives.  The company had a net gain of 93,000 access
lines  in  the  second  quarter,  a  24  percent increase compared with second
quarter, 1995.  A majority of this growth occurred outside the company's major
metropolitan  areas  where  the  costs  for  providing  service  are
disproportionately higher than in more densely populated areas.
- -          Increased costs associated with retail marketing programs which are
helping  drive  unprecedented  revenue  growth  and  positioning  U  S  WEST
Communications with customers as competitors enter new markets.
- -      Start-up costs related to new business initiatives, such as significant
expansion  of  data networking services, as well as preparation for entry into
long  distance,  video,  and wireless markets.  Without these costs, growth in
operating  expenses  during  the  second  quarter  would have been 6.4 percent
instead of 8 percent, and net income growth would have more than doubled.
     "U S WEST Communications Group is making progress in growing revenues and
improving  service,"  said  Richard  McCormick,  chairman  and chief executive
officer of U S WEST, Inc.  "That's a critical step the company must take as it
prepares for an increasingly competitive marketplace."
     "We  continue  to  see  accelerating top-line growth," said Sol Trujillo,
president and chief executive officer of U S WEST Communications Group.  "That
tells  me that our sharpened customer focus is working to drive strong revenue
growth, but we still have a lot of work to do to improve our cost structure."
Trujillo  said  the  company  continues to make progress in providing customer
service  even with the unprecedented growth.  For instance, the number of held
orders  (for  customers  who've had to wait more than 30 days for new service)
has dropped nearly 30 percent since the end of second quarter, 1995.
     "We're  ahead of plan for restoring service to levels which will position
us  for  competition,"    Trujillo  said.  "Once we reach our goals on service
improvement  --  which  we  expect to occur in the second half of this year --
we'll  be able to intensify our focus on taking costs out of the business.  We
believe  the actions we're taking this year to manage growth, improve service,
and  build  new  business  initiatives  will  increase shareowner value in the
future."


SECOND QUARTER OPERATING HIGHLIGHTS
Operating highlights for the quarter include:
- -          Continued to strengthen the management team.  In April, the company
named  Carey  Balzer  its new Vice President-Solutions.  Balzer is leading the
company's  effort  to  build  comprehensive  bundled  solutions  for  targeted
customer  segments.    Prior  to  joining U S WEST Communications, Balzer held
market development positions at Sprint and AT&T.
- -          Achieved  substantial residential penetration levels of value-added
services:   Call Waiting, 39.1 %; Caller ID, 17.3 %; Voice Messaging, 13.8 %. 
The company also introduced several new services, including:  Call Waiting ID,
which  integrates  Call  Waiting  and  Caller ID; and Home Receptionist Screen
Phone, which visually and functionally integrates Call Waiting, Caller ID, and
Voice Messaging.
- -         !NTERPRISE (registered trademark) announced an initiative to enhance
internet  access  and  data  communications  for  businesses and telecommuters
through  digital  subscriber  line  technology  that  allows  faster  data
communications over normal telephone wires.

- -       Achieved penetration of better than 40 percent of the cable households
in  its  Omaha trial of TeleChoice (trademark) video services.  In August, the
company  will complete the trial phase, and the nearly 12,600 subscribers will
be converted from video dialtone to cable television customers, under recently
granted cable television franchise agreements.
U  S WEST Communications Group provides telecommunications and high-speed data
services  to  more  than  25  million  customers  in 14 western and midwestern
states. The company is one of two major groups that make up U S WEST. U S WEST
is  in  the  connections  business,  helping  customers  share  information,
entertainment  and  communications  services  in  local markets worldwide. U S
WEST's  other  major  group,  U  S WEST Media Group (NYSE:UMG), is involved in
domestic  and  international cable and wireless networks, directory publishing
and interactive multimedia services.
- -------------------------
[Safe Harbor statement:  Some of the information presented in or in connection
with  this  announcement  constitutes  "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995.  Although the
Company  believes  that  its  expectations are based on reasonable assumptions
within  the  bounds of its knowledge of its business and operations, there can
be  no  assurance  that  actual  results  will  not differ materially from its
expectations.    Factors  that  could  cause  actual  results  to  differ from
expectations  include:    (i)  greater  than  anticipated competition from new
entrants  into  the local exchange and intralata toll markets, (ii) changes in
demand  for  the  Company's  products  and services, including optional custom
calling  features,  (iii)  higher  than  anticipated  employee levels, capital
expenditures, and operating expenses as a result of unusually rapid, in-region
growth,  (iv)  the  gain  or loss of significant customers, and (v) regulatory
changes  affecting  the  telecommunications  industry,  including changes that
could  have  an  impact  on  the competitive environment in the local exchange
market.]
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