U  S  WEST  MEDIA  GROUP
7800  East  Orchard  Road
Englewood,  Colorado  80111

[U  S  WEST  Media  Group  logo  and  registered  mark]

News  Release

Release  Date:          October  25,  1996

Contact:          Blair  Johnson                  Cathy  Fowler
               (303)  793-6296                      (303)  793-6509

                      MEDIA GROUP REPORTS THIRD-QUARTER
                  OPERATING CASH FLOW INCREASE OF 22 PERCENT

ENGLEWOOD,  Colo.  -  U  S  WEST Media Group (NYSE: UMG) today reported record
third-quarter  results,  driven  by  robust  growth in its cable, wireless and
directory  operations.
For  the  quarter  ending  September  30,  Media  Group  reported  --  on  a
proportionate  basis:
     -    A 22-percent increase in operating cash flow compared with the third
quarter last year -- excluding the effects of a one-time charge of $35 million
to  streamline  operations at U S WEST Direct and U S WEST International.  For
the  quarter,  operating  cash  flow  was  $410  million excluding the charge.
     Operating  cash  flow,  which represents earnings before interest, taxes,
depreciation  and  amortization (EBITDA), is an important measure of operating
performance.
     -    A  20-percent  increase in revenue.  During the quarter, Media Group
generated  $1.5  billion  in  revenue.
      -  A 17-percent increase in customers worldwide.  Media Group now serves
 6.5  million  customers.
Because  Media Group participates in numerous joint ventures, the company uses
proportionate  accounting  to reflect its relative share of operating revenues
and  expenses  associated  with  these  operations.
"This  has been an excellent quarter for Media Group," said Richard McCormick,
U S WEST chairman and chief executive officer.  "These results demonstrate our
success  in  delivering  more  services to more customers in more markets. And
we'll take another big step next month when Media Group closes its merger with
Continental  Cablevision."
Chuck Lillis, U S WEST Media Group president and chief executive officer, said
Media  Group's third-quarter performance reflects its commitment to delivering
superior  operating  results.
"All  three  of  our  businesses reported record-level results," Lillis said. 
"Our  cable  subscriber  growth  in  Atlanta  is  twice the industry average. 
Domestic  cellular  cash flow reached an all-time high.  And directory revenue
growth  led  that  industry  again.
"The  charge  we're  taking  this  quarter  reflects  our  continued  focus on
streamlining operations to reduce costs," Lillis said.  "Within the next year,
we  expect  to  recoup  the  $35  million  through  costs  savings."
Proportionate  operating  highlights  for  the  quarter  by  line  of business
include:
     -  CABLE AND TELEPHONY:  Subscriber growth of 6 percent for MediaOne, the
Atlanta  cable  operation,  exceeded  the  industry  average  for  the seventh
consecutive  quarter.  MediaOne ended the quarter with 511,000 customers. This
strong  subscriber  growth  produced  revenue  of  $60  million, an 11-percent
increase  on  a  comparable  basis  to last year.  Operating cash flow was $28
million,  an  8-percent  increase.
     Meanwhile,  Media  Group's  investment in Time Warner Entertainment (TWE)
generated  operating  cash  flow  of  $151 million, a 12-percent increase from
third quarter last year.  Media Group's international properties also produced
strong  subscriber  growth.  Those  ventures  now serve 647,000 subscribers, a
41-percent  increase  on  a  comparable  basis.
     -    WIRELESS:    For the first time ever, operating cash flow margins in
domestic  cellular operations passed the 45-percent mark, driven by subscriber
growth  and  operational  efficiencies.   For the quarter, operating cash flow
increased  48  percent,  to  $113  million.  The  subscriber base increased 43
percent  to  1.7  million  customers.   International wireless operations also
exhibited  strong customer growth.  Media Group's international properties now
serve  419,000  wireless  customers,  a  55-percent  increase.
       -   DIRECTORIES:  U S WEST Direct continues its strong revenue growth. 
Boosted  by  a  4-percent  increase in revenue per advertiser, U S WEST Direct
reported  revenue  of  $274 million, a 7-percent increase from the same period
last  year.
For  the  quarter,  Media Group reported net income of $18 million, or 4 cents
per  common  share.
U  S  WEST  Media  Group  is  involved in domestic and international cable and
telephony,  wireless  communications,  and directory and information services.
For  1995,  U  S  WEST  Media  Group  reported  proportionate revenues of $5.1
billion.    Media  Group  is  one of two major groups that make up U S WEST, a
company  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 Communications, provides telecommunications
services  to  more  than  25  million  customers  in 14 western and midwestern
states.


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) a change
in  economic  conditions  in  the  various  markets  served  by  the Company's
operations  that  could  adversely  affect  the  level  of  demand  for cable,
wireless,  directory  or  other  services offered by the Company, (ii) greater
than  anticipated  competitive  activity  requiring  new  pricing  for Company
services,  (iii)  higher  than  anticipated start-up costs associated with new
business  opportunities,  (iv)  regulatory  changes  affecting  the
telecommunications industry, (v) increases in fraudulent activity with respect
to  wireless  services,  or  (vi)  delays  in  the  development of anticipated
technologies,  or  the  failure  of  such technologies to perform according to
expectations.



Note:    This release and the attached tables are available on the Internet by
accessing  U  S  WEST's  Internet  site:    www.uswest.com


               KEY SELECTED PROPORTIONATE OPERATING HIGHLIGHTS
                              BY LINE OF BUSINESS
                  (ALL CHANGES ARE IN COMPARISON TO 3Q 1995)
                             CABLE AND TELEPHONY
MEDIAONE
- -  511,000  customers,  a  6%  increase
- -  Revenue  of  $60  million,  an  11%  increase  on  a  comparable  basis
- -  Operating  cash  flow  of  $28  million,  an  8%  increase
INTERNATIONAL
- -  647,000  subscribers,  a  41%  increase  on  a  comparable  basis
- -  Revenue  of  $57  million,  a  78%  increase
- -  Operating  cash  flow  loss  of  $10  million*,  unchanged  from a year ago
TIME  WARNER  ENTERTAINMENT  (TWE)
- -  A  4%  cable  subscriber  increase
- -  Revenue  of  $693  million,  a  17%  increase
- -  Operating  cash  flow  of  $151  million,  a  12%  increase

                                   WIRELESS
U  S  WEST  CELLULAR
- -  1.7  million  customers,  a  43%  increase
- -  Revenue  of  $286  million,  a  29%  increase
- -  Operating  cash  flow  of  $113  million,  a  48%  increase
- -  Operating  cash  flow,  as  a  percent  of  net  operating  revenue, of 45%
INTERNATIONAL
- -  419,000  subscribers,  a  55%  increase
- -  Revenue  of  $111  million,  a  48%  increase
- -  Operating  cash  flow  of  $4  million*,  compared  to break-even last year

                      DIRECTORY AND INFORMATION SERVICES
U  S  WEST  DIRECT
- -  Revenue  of  $274  million,  a  7%  increase
- -  Operating  cash  flow  of  $137  million*,  a  7%  increase
INTERNATIONAL
- -  Revenue  of  $54  million,  a  93%  increase
- -  Operating  cash  flow of $6 million*, compared to a loss of $3 million last
year

                  U S WEST MEDIA GROUP COMBINED GAAP RESULTS
- -  Revenue  of  $694  million
- -  Operating  cash  flow  of  $231  million
- -  Net  income  of  $18  million
- -  Earnings  per  common  share  of  4  cents
*  Reported  proportionate  operating cash flow has been normalized to exclude
the  effects of charges of $25 million for U S WEST Direct and $10 million for
U  S  WEST  International.