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:      October  27,  1997

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


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

       - International customers increase 71 percent, to 2.4 million -

                   - Cable-modem customers now at 13,000 -

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

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

 -  A  15  PERCENT  INCREASE  IN  OPERATING CASH FLOW, to $667 million.  Media
Group's  operating  cash  flow  for  third  quarter 1996 was $582 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  14 PERCENT INCREASE IN REVENUE, to $2.3 billion.  Media Group's revenue
for  third  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.

In  a  separate  announcement  today,  U S WEST, Inc., said that it intends to
split  U S WEST Media Group and U S WEST Communications Group (NYSE: USW) into
separate  public  companies sometime after mid-1998.  Since November 1995, the
two  groups  traded  as  distinct  classes of "target" stock of U S WEST, Inc.

"This  is  a  great  move  for shareowners and customers of both groups," said
Richard  McCormick,  chairman  and  chief executive officer of U S WEST, Inc. 
"Creating  independent  companies  will  make it easier for both businesses to
pursue  exciting  new  opportunities."

                                    -more-

Page  2

One  of  the highlights of the third quarter, according to Chuck Lillis, Media
Group  president and chief executive officer, was the strong consumer response
to  the  company's  high-speed  data  and  Internet  access service - MediaOne
Express.

"After passing the 10,000-customer mark in early September, we're on a pace to
double  that  base  by  the  end  of  the  year,"  Lillis said. "And now we're
expanding  our  data service to meet the growing needs of the business world."

MediaOne  Express  ended the third quarter with 13,000 customers. Earlier this
month,  the  company  introduced  high-speed data service in Los Angeles - its
eighth  market.

MediaOne,  the  company's  broadband  communications  business,  this  month
completed  a  successful  high-speed  data  telecommuting  trial  with Digital
Equipment  Corp.  employees in the Boston area.  Later this year, Digital will
become  the first major business to roll out MediaOne Express on a large-scale
basis,  proving that it can provide secure,  high-speed connections for people
working  at  home.

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

 -  CABLE AND BROADBAND COMMUNICATIONS:  MediaOne ended the third quarter with
more  than  5.1  million  subscribers,  up  3 percent from third quarter 1996.
Overall,  revenue  from Media Group's domestic cable operations, including its
investment in Time Warner Entertainment, increased 8 percent, to $1.3 billion,
while  operating  cash  flow  was  up  8  percent,  to  $404  million.

 -  INTERNATIONAL:  Media  Group's  international  customer  base increased 71
percent,  to  2.4  million,  over  third  quarter 1996 levels. During the same
period,  international  revenues  grew  38 percent, to $352 million, while the
ventures  generated  $40  million  in  operating  cash  flow.    Much  of  the
international growth came from the company's wireless businesses:  subscribers
more than doubled in Media Group's Central European ventures, while increasing
76  percent  at  One 2 One, the company's joint venture in the United Kingdom.
One  2  One  now  reaches 90 percent of the British population and enjoys a 10
percent  share  of  the  wireless  market.
                                    -more-

Page  3

 -  WIRELESS:  Media Group's domestic cellular operations continued to deliver
strong  results.    Its  subscriber  base increased 32 percent, to 2.2 million
proportionate  customers,  and  its  operating  cash  flow 20 percent, to $135
million.  Operating  cash  flow  margin for the quarter increased 2 percentage
points,  to  more  than  45  percent.

 -  DIRECTORIES:   Media Group's directory publishing business, now called U S
WEST  Dex,  produced strong third-quarter revenue growth of 7 percent, helping
the company remain an industry leader.  In addition, Dex increased its revenue
per  customer  by  5.1  percent  in  the  third  quarter.

Media  Group's  third  quarter  1997  net loss was $144 million, of which $478
million  relate  to  pre-tax,  noncash  items.

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.


[  Safe  Harbor  statement:  This  document contains statements about expected
future  events  and  financial results that are forward-looking and subject to
risks and uncertainties.  For those statements, we claim the protection of the
safe harbor for forward-looking statements contained in the Private Securities
Litigation  Reform  Act of 1995.  Discussion of factors that may affect future
results  is  contained  in our recent filings with the Securities and Exchange
Commission.]


Page  4


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

                      CABLE AND BROADBAND COMMUNICATIONS
DOMESTIC






                              

                              3Q97  GROWTH*
                            ------  --------
TOTAL
Revenue                     $1,312      7.5%
Operating Cash Flow         $  404      7.7%

CONSOLIDATED CABLE
(EXCLUDING NEW SERVICES)
Homes Passed (000's)         8,449      2.4%
Multichannel Video
   Subscribers (000's)       5,109      3.2%
Revenue                     $  581     10.9%
Operating Cash Flow         $  250      5.5%

High Speed Data Customers     13.0        - 
(000's)

INTERNATIONAL
                              3Q97  GROWTH*
                            ------  --------
TOTAL
Customers (000's)            1,483     54.3%
Revenue                     $  139     52.7 
Operating Cash Flow         $   18  up $26





                                   WIRELESS






                                   

DOMESTIC
                                  3Q97   GROWTH
                                -------  ----------
CELLULAR
POPs (millions)                   20.3         1.5%
Subscribers (000's)              2,200        32.2%
Service Revenue                 $  298        15.1%
Operating Cash Flow             $  135        19.5%
OCF as a % of service revenue     45.3%  up 1.7 pp
Average revenue per customer    $47.23       -12.7%

PRIMECO PERSONAL
COMMUNICATIONS
POPs (millions)                   14.7         7.3%
Subscribers (000's)                 63           - 


INTERNATIONAL
                                  3Q97   GROWTH
                                -------  ----------
TOTAL
Customers (000's)                  871       107.9%
Revenue                         $  198        78.4%
Operating Cash Flow             $   23   up $22

ONE 2 ONE
Subscribers (000's)                404        76.0%
Market Share                      10.4%
Coverage                            90%





                      DIRECTORY AND INFORMATION SERVICES






                                

DOMESTIC
                               3Q97   GROWTH
                             -------  ----------
DIRECTORY PUBLISHING
Local Advertisers (000's)       481        -0.2%
Revenue                      $  293         6.9%
Operating Cash Flow          $  151    10.2% ** 
Operating Cash Flow Margin     51.5%  1.5 pp ** 
Revenue per Advertiser       $2,236         5.1%

INTERNATIONAL
                               3Q97   GROWTH
                             -------  ----------
TOTAL
Revenue                      $   15       -72.2%
Operating Cash Flow             ($1)  Down $6




*  Growth rates are pro forma as if the Continental merger occurred January 1,
1996.
**    Normalized  for  $25  million  charge  in  3Q96.