EXHIBIT  99B

U  S  WEST  Media  Group
7800  East  Orchard  Road
Englewood,  Colorado  80111
303    793-6500

[U  S  WEST  Media  Group  logo  and  registered  mark]

News  Release

Release  Date:          February  13,  1997

Contact:          Blair  Johnson          Steve  Lang
     (303)  793-6296          (303)  793-6290


               U S WEST MEDIA GROUP REPORTS 22 PERCENT INCREASE
                        IN OPERATING CASH FLOW IN 1996


ENGLEWOOD,  Colo.  - U S WEST Media Group (NYSE: UMG) today reported operating
cash  flow  growth  of more than 20 percent for the fifth consecutive quarter,
results  fueled  by  industry-leading  growth  in  its  cable TV, wireless and
directory  operations.
For  the  fourth  quarter,  Media Group reported $415 million of proportionate
operating  cash  flow,  a    29.5  percent normalized increase over the fourth
quarter  of  1995.
Other  highlights  of  1996,  Media  Group's  first  full  year,  included:
- - -       Merging with Continental Cablevision, which made Media Group the third
largest  cable  operator  in  the  United  States.
- - -        Offering high-speed Internet access through cable modems and cable TV
lines  in  certain  Boston  suburbs, Jacksonville, Fla., and -- beginning this
week    --  the  Detroit  area.
- - -        Repurchasing $350 million worth, or 19 million shares, of Media Group
stock  in  a  buyback  started  in  1996.
- - -          Launching, with its PrimeCo Personal Communications partners, a new
generation  of  wireless  telephone  service,  called  PCS, in 16 U.S. cities.
In  addition,  strong  market  demand last month enabled U S WEST to sell $4.1
billion  in  bonds  --  twice  its  initial  offering  --  in  the  largest
investment-grade  debt  transaction  ever.
For  the  year  ending  December  31,  1996,  Media  Group  reported  --  on a
proportionate  basis:
     -  A  22  PERCENT  INCREASE  IN OPERATING CASH FLOW, to $1.4 billion, not
including  results  from  Continental  Cablevision  since  the Nov. 15 merger.
Media  Group's  operating  cash  flow  for  1995  was $1.15 billion. Including
Continental's  results  since  Nov. 15, Media Group's 1996 operating cash flow
was  $1.47  billion.
     Operating  cash  flow,  which represents earnings before interest, taxes,
depreciation  and  amortization  (EBITDA),  is  an  important indicator of the
company's  operating  performance.
     -  A  19  PERCENT  INCREASE  IN  REVENUE,  to $6.1 billion, not including
results  from  Continental.  Media  Group's revenue for 1995 was $5.1 billion.
Including  Continental's results since Nov. 15, Media Group's 1996 revenue was
$6.4  billion.
- - -  A  17 PERCENT INCREASE IN CUSTOMERS WORLDWIDE, not including those added in
the  Continental  merger. Including Continental's 4.9 million customers, Media
Group  now  serves  11.9  million  customers  on  a  proportionate  basis.
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.
For  1996,  Media  Group  reported  a  net  loss  of  $71  million.  Excluding
Continental,  Media  Group  would  have  broken  even.
"Media  Group  got off to a strong start in our first full year," said Richard
McCormick,  U  S  WEST  chairman  and  chief  executive officer.  "We produced
impressive  cash  flow growth.  We set the stage for further growth by merging
with  Continental and introducing PCS.  And last month we got a strong vote of
confidence  when  investors  bought  $4.1  billion  in  U  S  WEST  bonds."
Chuck  Lillis,  Media Group president and chief executive officer, said he was
particularly  pleased  that  Media Group met -- and exceeded -- its aggressive
objectives  for  1996.
"These results reflect our emphasis on superior operating performance," Lillis
said.  "Our cable subscriber growth in Atlanta was twice the industry average.
Domestic  cellular  cash flow reached an all-time high.  And directory revenue
growth  led  that  industry  for  the  sixth  straight  year."
In  1997,  Lillis  said  Media  Group  will  focus  on  two  goals.
"We're committed to again delivering industry-leading growth and continuing to
upgrade  our  networks  to  offer  new  services,"  Lillis  said.
Proportionate operating highlights for 1996 -- by line of business -- include:
- - -  CABLE  AND  TELEPHONY:   Subscriber growth of 4.5 percent for MediaOne, the
company's  Atlanta  cable  operation,  exceeded  the  industry average for the
eighth  consecutive quarter.  MediaOne ended 1996 with 512,000 customers. This
strong  subscriber  growth  produced  revenue  of  $236 million, a 9.8 percent
increase  compared to 1995.  Operating cash flow in 1996 was $109 million, a 9
percent  increase.
     For  the six weeks since it merged with Media Group, Continental reported
domestic  revenue  of  $263  million  and  operating cash flow of $87 million.
Continental  ended  the  year  with  4.5  million  domestic  subscribers.
     Meanwhile,  Media  Group's  investment  in  Time  Warner  Entertainment
generated operating cash flow of $590 million in 1996, a 15.7 percent increase
from  1995.
     Media  Group's  international  cable  properties  also  produced  strong
subscriber  growth.  At  year-end,  its  share  of  subscribers in these joint
ventures was 1.2 million, a 15 percent (normalized) increase compared to 1995.
In  the  United  Kingdom,  the company's Telewest joint venture  increased its
cable  subscriber  base  by 32 percent over 1995.  Media Group ended 1996 with
161,000  U.K.  cable  subscribers.   In addition, Telewest provided 47 percent
more  telephone  lines  in  1996,  giving  Media  Group 207,000 lines.  Nearly
three-fourths  of  Telewest's  cable  subscribers also take telephone service.
     -  WIRELESS: Media Group's domestic cellular operations continued to lead
the  industry  in  two  growth measurements.  Its subscriber base increased 40
percent,  to  1.9 million proportionate customers, and its operating cash flow
increased  50  percent, to $350 million.  In addition, its operating cash flow
margins  increased  by  more  than  4  percentage  points.
     International  wireless  operations also grew rapidly.  Media Group ended
1996  with  509,000  proportionate customers, up 65 percent from 1995.  In the
U.K.,  the  company's One 2 One joint venture increased its subscriber base by
45  percent  in  1996.  Media  Group ended the year with 273,000 proportionate
customers.    In  Central Europe, Media Group's joint ventures in Hungary, the
Czech  Republic,  Slovakia  and  Poland  added  more than 87,000 proportionate
subscribers  in  1996, largely due to the introduction of new digital wireless
phones.
- - -  DIRECTORIES:    Media Group's directory publishing business, now called U S
WEST  Dex,  was  an  industry leader in published revenue growth for the sixth
consecutive  year.    Boosted  by  a  5.7  percent  increase  in  revenue  per
advertiser,  Media  Group's domestic directories reported 1996 revenue of $1.1
billion,  a  7.4  percent  increase  from  1995.
U  S  WEST  Media  Group,  one  of  America's largest broadband communications
companies,  is  involved  in  domestic  and international cable and telephony,
wireless communications, and directory and information services. For 1996, U S
WEST  Media  Group  reported  proportionate  revenues  of  $6.4  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 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  accompanying  financial  information  will  be
available  on  the  Internet  after  8:00  a.m.  MST,  by accessing U S WEST's
Internet  site:    www.uswest.com



U  S  WEST  MEDIA  GROUP


    U S WEST MEDIA GROUP SELECTED OPERATING HIGHLIGHTS BY LINE OF BUSINESS
               (ALL CHANGES ARE IN COMPARISON TO YEAR-END 1995)

              U S WEST MEDIA GROUP COMBINED PROPORTIONATE RESULTS
Revenue  of  $6.4  billion
Operating  cash  flow  of  $1.47  billion

                              CABLE AND TELEPHONY
CONTINENTAL  CABLEVISION  (11/15/96-12/31/96)
- - -  A  3.8%  cable  subscriber  increase  on  a  comparable  basis
- - -  Revenue  of  $263  million
- - -  Operating  cash  flow  of  $87  million

INTERNATIONAL
- - -  1.2  million  subscribers,  a  15%  increase  on  a  comparable  basis
- - -  Revenue  of  $251  million,  an  80%  increase  on  a  comparable  basis
- - -  Operating  cash  flow  loss  of  $50  million

MEDIAONE
- - -  512,000  customers,  a  4.5%  increase
- - -  Revenue  of  $236  million,  a  9.8%  increase
- - -  Operating  cash  flow  of  $109  million,  a  9%  increase

TIME  WARNER  ENTERTAINMENT  (TWE)
- - -  A  3.6%  cable  subscriber  increase  on  a  comparable  basis
- - -  Revenue  of  $2.8  billion,  a  14%  increase
- - -  Operating  cash  flow  of  $590  million,  a  15.7%  increase

                                   WIRELESS
DOMESTIC  WIRELESS
- - -  1.9  million  customers,  a  40%  increase
- - -  Revenue  of  $1.1  billion,  a  31%  increase
- - -  Operating  cash  flow  of  $350  million,  a  50%  increase
- - -  Operating  cash  flow,  as  a  percent  of  net operating revenue, of 37.5%

INTERNATIONAL
- - -  509,000  subscribers,  a  65%  increase
- - -  Revenue  of  $436  million,  a  48%  increase
- - -  Operating cash flow loss of $2 million, compared with a loss of $40 million
in  1995

                      DIRECTORY AND INFORMATION SERVICES
U  S  WEST  DEX  (DIRECTORIES)
- - -  Revenue  of  $1.1  billion,  a  7.4%  increase
- - -  Operating  cash  flow  of  $531  million,  a  2.3%  increase

INTERNATIONAL
- - -  Revenue  of  $206  million,  a  45%  increase
- - -  Operating  cash  flow  of  $20  million,  compared  to  $3  million in 1995

                  U S WEST MEDIA GROUP COMBINED GAAP RESULTS
- - -  Revenue  of  $2.96  billion
- - -  Operating  cash  flow  of  $937  million
- - -  Net  loss  of  $71  million
- - -  Loss  per  common  share  of  16  cents