4 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): October 23, 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 October 23, 1996, U S WEST Communications Group released its third quarter earnings results. In addition, U S WEST Media Group released its third quarter earnings results on October 25, 1996. The releases and financial statements are attached hereto as Exhibits. Item 7. Exhibits Exhibit Description 4A Purchase Agreement, dated as of October 24, 1996, by and among U S WEST Financing II, U S WEST, Inc., and U S WEST Capital Funding, Inc. with Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner and Smith Incorporated and each of the Underwriters named therein. 4B Amended and Restated Declaration of Trust of U S WEST Financing II, dated as of October 24, 1996, by and among, U S WEST, Inc. and the Trustees named therein. 4C Third Supplemental Indenture, dated as of October 24, 1996, by and among U S WEST Capital Funding, Inc., U S WEST, Inc. and Norwest Bank Minnesota, National Association, as Trustee. 4D Preferred Securities Guarantee Agreement, dated as of October 29, 1996, by U S WEST, Inc. and The First National Bank of Chicago, National Association, as Trustee for the benefit of the Holders. 27 Financial Data Schedule. 99A Press Release issued October 23, 1996 concerning the earnings results of U S WEST Communications Group for the third quarter of 1996. 99A.1 Unaudited Combined Statements of Income of U S WEST Communications Group for the quarters ended September 30, 1995 and 1996, filed in connection with the Press Release dated October 23, 1996. 99A.2 Unaudited Earnings Normalization Schedule of U S WEST Communications Group for the quarters ended September 30, 1995 and 1996, filed in connection with the Press Release dated October 23, 1996. 99A.3 Unaudited Selected Combined Group Data of U S WEST Communications Group for the quarters ended September 30, 1995 and 1996, filed in connection with the Press Release dated October 23, 1996. 99A.4 Unaudited Combined Balance Sheets of U S WEST Communications Group for the quarter ended September 30, 1996 and year ended December 31, 1995, filed in connection with the Press Release dated October 23, 1996. 99A.5 Unaudited Combined Statements of Cash Flows of U S WEST Communications Group for the nine-months periods ended September 30, 1995 and 1996, filed in connection with the Press Release dated October 23, 1996. 99A.6 Unaudited Statements of Income of U S WEST Communications, Inc. for the nine-months periods ended September 30, 1995 and 1996, filed in connection with the Press Release dated October 23, 1996. 99B Press Release issued October 25, 1996 concerning the earnings results of U S WEST Media Group for the third quarter of 1996. 99B.1 Unaudited Combined Statements of Income of U S WEST Media Group for the quarters and nine-months periods ended September 30, 1995 and 1996, filed in connection with the Press Release dated October 25, 1996. 99B.2 Unaudited Selected Combined Group Data of U S WEST Media Group for the quarters and nine-months periods ended September 30, 1995 and 1996, filed in connection with the Press Release dated October 25, 1996. 99B.3 Unaudited Combined Balance Sheets of U S WEST Media Group for the quarter ended September 30, 1996, and the year ended December 31, 1995, filed in connection with the Press Release dated October 25, 1996. 99B.4 Unaudited Combined Statements of Cash Flows of U S WEST Media Group for the nine-months periods ended September 30, 1995 and 1996, filed in connection with the Press Release dated October 25, 1996. 99B.5 Unaudited Selected Proportionate Data of U S WEST Media Group for the quarters and nine-months periods ended September 30, 1995 and 1996, filed in connection with the Press Release dated October 25, 1996. 99C.1 Unaudited Consolidated Statements of Income of U S WEST, Inc. for the quarters and nine-months periods ended September 30, 1995 and 1996. 99C.2 Unaudited Consolidated Balance Sheets of U S WEST, Inc. for the quarter ended September 30, 1996 and the year ended December 31, 1995. 99C.3 Unaudited Consolidated Statements of Cash Flows of U S WEST, Inc. for the nine-months periods ended September 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: October 28, 1996