EXHIBIT  99A

U  S  WEST  Communications,  Inc.
1801  California  Street
Denver,  CO    80202

[U  S  WEST  Communications  logo  and  registered  mark]

News  Release


Release  Date:                    February  12,  1997

Contact:                    Dave  Banks,  303-804-6752

              SOLID 4TH QUARTER OPERATIONS, RECORD ANNUAL GROWTH
                     GENERATE STRONG FINANCIAL RESULTS FOR
                         U S WEST COMMUNICATIONS GROUP


ENGLEWOOD, Colo. -- Bolstered by accelerating revenue growth, strong marketing
successes,  access  line  gains,  and  tighter  controls  on  employee related
expenses, U S WEST Communications Group reported fourth quarter normalized net
income  of $304 million, an increase of 11.8 percent over 1995, and normalized
earnings  per  share  of  $.63,  up  10.5  percent  over  1995.

For  the  year,  normalized net income grew 5.1 percent, to $1.16 billion from
$1.11  billion  in 1995.  Normalized full-year EPS for 1996 was up 3.8 percent
to  $2.44  from  $2.35  in  1995.

Fourth  quarter  and  year-end  highlights  included  the  following:

- - -     For the quarter, revenues rose 6.6 percent (to $2.6 billion) over fourth
quarter, 1995 -- including an 11.2 percent gain in local service revenues from
$1.11  billion  in  fourth  quarter,  1995 to $1.24 billion in fourth quarter,
1996.    Annual  operating  revenues  were  up 6.3 percent over 1995, to $10.1
billion  from  $9.5  billion.

- - -         U S WEST Communications Group added a record 742,000 access lines in
1996,  26  percent  more than it added in 1995.  The company now has more than
15.4 million access lines in service, 5.0 percent more than at the end of 1995
adjusted  for  the  sale  of certain rural exchanges.  This annual growth rate
includes a 7.6 percent increase for business lines, a 4.0 percent increase for
residential  lines,  and  a  gain  of  30.8 percent for residential additional
lines.

- - -          Strong  access line growth, coupled with telephone company employee
reductions  of  more  than  2,500  for  the  year,  drove  the
employees-per-10,000-access-lines  figure  for  the  company's  telephone
operations  below  30  for  the first time.  It dropped 9 percent for the year
from  32.4  at  the  end  of  1995  to  29.5  at  the  end  of  1996.

- - -          Operating expense growth slowed for the second consecutive quarter,
rising  just  5.0  percent.


- - -     Service quality improved to the best levels of the 1990s, showing marked
gains for the year.  For instance, orders "Held" more than 30 days for primary
service at the end of 1996 were 864, less than half of the 1,887 at the end of
1995.    Also,    90  percent  of the company's customers now reach a customer
service  representative  within  three  rings.

"U  S  WEST  Communications  Group made excellent progress in all areas of the
business  during  1996,  particularly  in  the  fourth  quarter," said Richard
McCormick,  chairman  and chief executive officer of U S WEST, Inc.  "Top-line
results  are  starting to pay off on the bottom line.  That tells me we turned
the corner in many respects in 1996 and can now enter 1997 with momentum and a
real  sense  of  optimism."

"These  are  the  best quarterly results we've had in several years," said Sol
Trujillo,  president and CEO of U S WEST Communications Group.  "We had a very
successful 1996 -- our marketing effort produced record growth, we drove costs
out  of  the business with productivity gains and capital efficiencies, and we
made  good  on  our  promise  to  dramatically  improve  our customer service.

"I'm  very  pleased  with  our fourth quarter results," Trujillo added.  "They
show  --  as  we  planned -- that our top-line growth is flowing to the bottom
line  as  we  aggressively  become  more  efficient  and  tighten  management
disciplines  throughout  the  business."

Other  highlights  for  the  quarter  and  year  include:

- - -          A  reduction  in employee overtime expenses of $24 million -- or 42
percent  --  in  the  fourth  quarter,  1996  versus  the same period in 1995.

- - -          Continued strong revenue growth in new products, such as Caller ID,
Voice  Messaging and data networking services, up approximately 57 percent for
the  year.    Residential  penetration  levels  for  the company's top-selling
value-added  services continued to show strength:  Call Waiting, 36.9 percent;
Caller  ID,  20.5  percent;  Voice  Messaging,  16  percent.

- - -       Improved capital efficiency by reducing the cost per access line added
by  27  percent  over  1995.    This  allowed the company to keep 1996 capital
expenditures  at  1995 levels even with a 26 percent increase in the number of
access  lines  gained  during  the  year,  as  compared  with  1995.

- - -      The company's large business division improved revenues by 13.6 percent
for  the  year to $1.6 billion, while winning 110 contracts over $1 million --
some  80  percent  of  the  contracts  for  which  it  competed.

- - -       Revenues from the company's data networking division, !NTERPRISE, were
up $123 million for the year, more than a 100 percent gain over 1995 revenues.
!NTERPRISE  continued to rapidly deploy its leading-edge Frame Relay network, 

     and by year-end, had more than 38,500 Frame Relay ports in service.  Just
recently,  that  division  announced  it would become the first company in the
nation  to  widely  deploy  commercial Digital Subscriber Line (DSL) services.
These  services  initially  will  serve  businesses'  remote-access  needs.

- - -     Results of a study released late last year by the respected Boston-based
research  firm,  The  Yankee Group, showed that U S WEST Communications scores
higher  than  any  other  RBOC in customer loyalty and better than AT&T in its
territory.

- - -     In early January, U S WEST Communications acquired nearly 20 million PCS
POPs  in  recently  concluded  auctions of D&E block spectrum.  These licenses
will allow the company to provide integrated, digital wireless services to the
majority of the major markets in its 14-state region.  U S WEST Communications
paid $2.88 per POP -- the lowest price per POP of any of the previous spectrum
bidders.

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)  different 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)  different 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, (v) pending regulatory
actions  in  state  jurisdictions,  and  (vi) regulatory changes affecting the
telecommunications  industry,  including  changes that could have an impact on
the  competitive  environment  in  the  local  exchange  market.]

                         -  ###  -

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