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:                    April  25,  1997

Contact:                    Dave  Banks,  303-804-6752


                  U S WEST COMMUNICATIONS' EARNINGS PER SHARE
                       UP 11.5 PERCENT IN FIRST QUARTER
     - CONTINUED HEALTHY REVENUE GROWTH AND COST CONTROLS DRIVE RESULTS -

ENGLEWOOD,  Colo. April 25, 1997 --  U S WEST Communications Group (NYSE: USW)
today  reported  another record quarter of earnings growth.  Continued healthy
revenue  growth,  successful marketing campaigns, and tighter cost controls in
its core business enabled the company to achieve double digit earnings growth,
while  investing  in  growth  initiatives  and  absorbing  regulatory impacts.

First  quarter  1997 normalized income increased 13.5 percent to $328 million,
up  $39 million from the first quarter of 1996.  Normalized earnings per share
grew  to  $.68 for the quarter, 11.5 percent higher than the $.61 in the first
quarter  of  1996.   Results for first quarter 1997 were normalized for an $11
million  one-time,  after-tax  gain associated with the sale of selected rural
exchanges in Nebraska, while the first quarter 1996 results were normalized to
reflect  the  effects  of  a  change  in  accounting  principle.

With  5  percent  revenue  growth  for  the quarter and a continued slowing of
operating  expense  growth,  up only 4 percent including costs associated with
starting  up new business initiatives, the company was able to generate strong
earnings  and  expanded  margins.

"U S WEST Communications Group has started off 1997 with double-digit momentum
on the heels of 1996's accelerating results," said Richard McCormick, chairman
and  chief  executive  officer of U S WEST, Inc.  "The U S WEST Communications
team  has  struck the delicate balance of running the business for today while
building  it  for  tomorrow."

"This quarter's strong results reflect continued cost control initiatives, the
step-up  of  marketing  efforts,  and  the continued vitality of our operating
territory," said U S WEST Communications president and CEO Sol Trujillo.  "Our
continued  focus  on  growing  revenues,  controlling  costs  and  tightening
management  disciplines  throughout the business has enabled us to deliver the
results  we've  committed  to  our  shareowners.    At  the  same time, we are
investing  in  growth  opportunities that will position us even better for the
future."


First  Quarter  Highlights  Include:
Volumes  and  Penetration:
- - -     The addition of 688,000 access lines (adjusted for the sales of selected
rural exchanges) over the past twelve months for an access line growth rate of
4.6 percent.  On an adjusted basis, business access lines grew at 6.3 percent,
while  residential  access  lines  grew  at  3.9  percent.

- - -        A 29 percent increase in residential customer additional access lines
versus  first  quarter  1996,  including  growth  of 81,000 lines in the first
quarter of 1997 alone  -- driving penetration of this service to 11.6 percent.

- - -      An unprecedented one-quarter gain of over 900,000 Caller ID subscribers
- - --  the  result of an aggressive and highly successful promotional campaign --
driving  residential  penetration  of  this  product  to  26 percent.  Revenue
generation from these significant sales will primarily begin during the second
quarter.

- - -       An increase of 19.1 percent in customer order volumes versus the first
quarter  of  1996,  including orders for new services, transfers, and changes.

- - -        Voice messaging subscriber levels reached over 1.3 million -- driving
residential  penetration  of  this  product  to  approximately  16  percent.

Sales  and  Revenues:
- - -        Local  service revenue growth of 7.5 percent, with almost half of the
growth  driven  by  the  sales  of vertical features.  Adjusted for a one-time
reduction  in  cellular access pricing mandated by the 1996 Telecommunications
Act,  local  service  revenues  would  have  grown  by  8.9  percent.

- - -     A 22 percent increase in private line and special access revenues, which
totaled  over  $200  million  for  the  first  quarter  -- a reflection of the
company's  growing  data  networking  services  business  and  its  ability to
successfully  compete  in  one  of the most highly competitive segments of the
telecommunications  market.

- - -       A 9.2 percent increase in total access revenues to almost $900 million
for  the  first  quarter  --  reflecting accelerating dedicated access product
sales,  continued  growth  in switched access minutes of use, and solid access
line  growth.

- - -      Total revenues from new products and services up nearly 50 percent from
first  quarter  1996  to  approximately  $232  million -- now representing 9.0
percent  of  total revenues.  Total vertical services revenue of approximately
$266  million  --  a  21  percent  growth  over  first  quarter  1996.

Growth  Initiatives:
- - -      Data networking services revenues of over $67 million in the quarter --
up  63  percent  from  the  same  quarter  of  1996.

- - -     The successful introduction and initial state rollouts of an innovative,
strongly competitive 1-800 platform calling card product which allows U S WEST
customers  to  place  interLATA  and  intraLATA  calls from anywhere within or
outside  of  U  S  WEST's  service  territory.

- - -     The winning bids for 53 PCS licenses in the FCC's D and E block spectrum
auctions.    These licenses cover nearly 20 million POPs and the vast majority
of      U  S  WEST  Communications'  metropolitan  service  area.   U S WEST's
successful  bids totaled $57 million for an attractive price of $2.88 per POP.

Costs  and  Margins:
- - -       The third consecutive quarter in which both employee related and total
operating  expense  growth  levels have slowed.  The growth in other operating
expenses  was  primarily  attributable  to  a  step  up in marketing activity,
principally  associated  with  successful  Caller  ID  and  brand  enhancement
campaigns.

- - -        Employee level reductions of almost 4,000 since first quarter of 1996
which, coupled with strong access line growth, have driven telco employees per
10,000  access  lines  down  11.5  percent.

- - -        The  absorption  of  $20 million of costs in reported total operating
expenses  associated  with  the  start-up  of  out-of-region  data  networking
services,  PCS,  and  long  distance  operations.  Without these costs, EBITDA
(earnings  before  interest, taxes, depreciation, and amortization), operating
income  and normalized EPS would have increased approximately 6.0 percent, 9.5
percent  and  12.9  percent,  respectively.

- - -     Growth in cash provided by operating activities of 36 percent, or almost
$300  million,  and even stronger growth in net cash flow, enabled the company
to  reduce  its  borrowing  levels  by  over  $450 million during the quarter.

- - -      Expansion of both EBITDA and operating margins to 45.3 percent and 24.9
percent,  respectively.

Trujillo  added  that  the  company  is on plan with where it said it would be
starting  into  the  second  quarter  of  1997  and  he is excited for what is
expected  to  be  a  strong  year  for  U  S  WEST  Communications Group, both
operationally  and  in building for future growth.  He also reiterated that as
the  year  progresses,  costs  associated  with starting up new businesses and
complying  with  the Telecommunications Act of 1996 will accelerate, dampening
earnings  growth  in  the  later  quarters.

About  U  S  WEST  Communications  Group:

U  S  WEST  Communications  Group  (NYSE: USW) provides telecommunications and
high-speed  data  networking  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,  Inc.   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  or  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 FINANCIAL INFORMATION WILL BE AVAILABLE
ON  THE  INTERNET AFTER 8:00 A.M. (MDT) BY ACCESSING U S WEST'S INTERNET SITE:
WWW/USWEST.COM