EXHIBIT  99B


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:    July  29,  1997

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


           U S WEST MEDIA GROUP REPORTS SEVENTH CONSECUTIVE QUARTER
                 OF DOUBLE-DIGIT REVENUE AND CASH-FLOW GROWTH


ENGLEWOOD, Colo. - U S WEST Media Group (NYSE: UMG) today reported its seventh
straight  quarter  of  double-digit growth in revenue and operating cash flow.

For  the second quarter 1997, Media Group reported - on a proportionate basis:

- - -A 16 PERCENT INCREASE IN OPERATING CASH FLOW, to $657 million.  Media Group's
operating  cash  flow for second quarter 1996 was $566 million on a comparable
basis.    (All  1996  numbers  have  been  adjusted  to  include  Continental
Cablevision's  results  -  even  though it didn't merge with Media Group until
Nov.  15,  1996.).

     Operating  cash  flow,  which represents earnings before interest, taxes,
depreciation  and  amortization  (EBITDA), is a key indicator of the company's
operating  performance.

- - -A 15 PERCENT INCREASE IN REVENUE, to $2.3 billion.  Media Group's revenue for
second  quarter  1996  was  $2.0  billion.

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  was  another  strong  quarter  -  financially  and operationally," said
Richard McCormick, U S WEST chairman and chief executive officer.  "This marks
the  first  time  our international operations -- including all three lines of
business  --  were  cash-flow  positive.  That's an encouraging development as
Media  Group strives to reach its goal of 20 percent annual cash-flow growth."

Chuck  Lillis,  Media  Group  president  and  chief  executive  officer, said,
"Besides  delivering  strong  cash  flow,  we  renamed  all our domestic cable
systems  MediaOne  -- a name that reflects how we're using a single network to
deliver  new  broadband  services.

- - -more-
Page  2

"In  the  second  quarter, we expanded one of those products -- our high-speed
data  service,  MediaOne  Express  -- into two new markets," Lillis said.  "We
began the quarter with 3,500 data customers and ended it with more than 6,400.
 And  two  weeks  ago,  we  introduced  MediaOne  Express  in a sixth market -
Atlanta."

MediaOne  Express  is also available in parts of greater Boston; Jacksonville,
Fla.;  Detroit;  Chicago;  and  southeast  Florida.  By  the  end of the year,
MediaOne  expects  to  offer  it  in  three  more  markets.

Lillis  also  said  the  company  is  making  good progress toward its goal of
generating  $1  billion by selling non-strategic assets. This year Media Group
has  sold  more  than  $625  million  in  non-strategic  assets, including its
wireless  interest in France, and a directory publishing company in the United
Kingdom.    In  addition, the company sold non-strategic programming and cable
interests,  as well as shares in Teleport Communications Group and Time Warner
that  Media  Group  acquired  in  its  merger  with  Continental.

"Streamlining  our  business  sharpens  our  focus  in  many  ways,  including
providing  additional cash to fund our network upgrades," Lillis said.  "These
upgrades  are  enabling  us to go beyond cable TV to offer multichannel video,
high-speed  data  and  telephone  services."

Second quarter 1997 proportionate operating highlights - by line of business -
include:

- - -CABLE  AND  BROADBAND COMMUNICATIONS:  MediaOne ended the second quarter with
almost  5.1  million subscribers, up 3.4 percent from the second quarter 1996.
Overall,  revenue  from Media Group's domestic cable operations, including its
investment in Time Warner Entertainment, increased 6.9 percent, to nearly $1.3
billion,  while  operating  cash  flow  was  up  5.8 percent, to $402 million.

     -WIRELESS:  Media  Group's  domestic  cellular  operations  continued  to
deliver  strong  results.    Its  subscriber base increased 33 percent, to 2.1
million  proportionate  customers,  and  its  operating cash flow increased 54
percent,  to  $132  million.    In  addition,  its operating cash flow margins
increased  by  8.6  percentage  points.

     Internationally,  Media  Group's  wireless  business  continued  to  grow
rapidly,  more  than  doubling its subscriber base since the second quarter of
1996.  Much of that growth came from One 2 One, the company's joint venture in
the  United  Kingdom.    With  aggressive  marketing and expanded coverage now
reaching  85  percent  of  the U.K. population, One 2 One increased its second
quarter  1997  subscriber  base by 59 percent from the same period last year. 
One  2  One  also  improved  its revenue per customer by more than 10 percent.
     -more-
     Page  3

- - -DIRECTORIES:    Media  Group's  directory publishing business, now called U S
WEST  Dex,  produced  strong  second  quarter  revenue  growth of 6.6 percent,
helping the company remain an industry leader.  In addition, Dex increased its
revenue  per  customer  by  7.4  percent in the second quarter.  Media Group's
second  quarter  1997  net  loss  was  $94  million.

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,
Media  Group had proportionate pro forma revenue of $8.1 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 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 FINANCIAL STATEMENTS WILL BE AVAILABLE ON THE
INTERNET  AFTER  8:00  A.M.  (MDT)  BY  ACCESSING  U  S  WEST'S INTERNET SITE:
WWW.USWEST.COM




U  S  WEST  Media  Group          Page  4

             U S WEST MEDIA GROUP - SELECTED OPERATING HIGHLIGHTS
         ALL AMOUNTS SHOWN ARE PROPORTIONATE UNLESS OTHERWISE STATED
                                $ IN MILLIONS

CABLE  AND  BROADBAND  COMMUNICATIONS



<BTB>

             
DOMESTIC
           2Q97   GROWTH*
          ------  --------
TOTAL
Revenue   $2,281    6.9%
EBITDA     $402     5.8%




CONSOLIDATED  CABLE  (EXCLUDING  NEW  SERVICES)





<BTB>
                        
Homes Passed (000's)  8,395   2.4%
Multichannel Video
Subscribers (000's)   5,095   3.4
Revenue                $580   9.2%
EBITDA                 $258   8.4%

High Speed Data
Customers (000's)      6.4     -








<BTB>
                      
INTERNATIONAL
                    2Q97   GROWTH*
                   ------  --------
TOTAL
Customers (000's)  1,199    12.0%
Revenue             $118    42.2%
EBITDA              $11     up $14








<BTB>
                          
WIRELESS
DOMESTIC
                       2Q97    GROWTH
                      -------  -------
CELLULAR
POPs (millions)        20.3     1.5%
Subscribers (000's)    2,073    33.1%
Service Revenue        $296     23.8%
Operating Cash Flow    $132     53.5%
OCF as a percent of
service revenue        44.5%   8.6 pp
Average revenue per   $48.98    -8.9%
customer




PRIMECO  PERSONAL  COMMUNICATIONS



<BTB>
                     

POPs (millions)      14.7  7.3%
Subscribers (000's)   46    -








<BTB>
                        
INTERNATIONAL
                      2Q97   GROWTH
                      -----  -------
TOTAL
Customers (000's)      760   105.4%
Revenue               $180    81.8%
Operating Cash Flow    $7     up $8








<BTB>
                      
ONE 2 ONE
Subscribers (000's)  351   59.0%
Market Share         9.5%
Coverage             85%




DIRECTORY  AND  INFORMATION  SERVICES




<BTB>
                               
DOMESTIC
                            2Q97    GROWTH
                           -------  -------
DIRECTORY PUBLISHING
Local Advertisers (000's)    482       -
Revenue                     $291     6.6%
Operating Cash Flow         $149     9.6%
Operating Cash Flow         51.2%   1.4 pp
Margin
Revenue per Advertiser     $2,254    7.4%








<BTB>
                       
INTERNATIONAL
                     2Q97   GROWTH
                     -----  -------
TOTAL
Revenue               $47    4.4%
Operating Cash Flow   $8    100.0%




     *        Growth rates are pro forma as if the Continental merger occurred
January  1,  1996.