SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported) May 16, 1999
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U S WEST, Inc.
(Formerly "USW-C, Inc.")
________________________________________________________
(Exact Name of Registrant as Specified in Charter)
Delaware 1-14087 84-0953188
____________________________ ___________ ___________________
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
1801 California Street, Denver, Colorado 80202
________________________________________________________________________________
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (303) 672-2700
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USW-C, Inc.
________________________________________________________________________________
(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events.
As previously announced, on May 16, 1999, Global Crossing Ltd., a Bermuda
company ("Global Crossing"), and U S WEST, Inc., a Delaware corporation (" U S
WEST"), entered into an Agreement and Plan of Merger, dated as of May 16, 1999
(the "Merger Agreement"). A copy of the Merger Agreement is attached hereto as
Exhibit 2 and is incorporated herein by reference.
In connection with the approval of the Merger Agreement, the U S West, Inc.
Board of Directors amended the Rights Agreement, dated June 1, 1998, between U S
West, Inc. and State Street Bank and Trust Company.
Item 7. Exhibits.
The following exhibits are filed as part of this Current Report on
Form 8-K:
Exhibit Number Exhibit
- ---------------- -------
2 Agreement and Plan of Merger, dated as of May 16, 1999,
between Global Crossing Ltd. and U S WEST, Inc.
4 Amendment No. 1, dated as of May 16, 1999, to the Rights
Agreement, dated June 1, 1998, between US WEST, Inc. and
State Street Bank and Trust Company.
99 Letter Agreement, dated as of May 16, 1999, between US
WEST, Inc. and Global Crossing Ltd.
2
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
US WEST, Inc.
(Formerly "USW-C, Inc.")
(Registrant)
/s/ Thomas O. McGimpsey
____________________________
Thomas O. McGimpsey
Assistant Secretary
Date: May 21, 1999
3
4
EXHIBIT INDEX
Exhibit No. Description
- ----------- -----------
2 Agreement and Plan of Merger, dated as of May 16, 1999,
between Global Crossing Ltd. and U S WEST, Inc.
4 Amendment No. 1, dated as of May 16, 1999, to the
Rights Agreement, dated June 1, 1998, between U S WEST,
Inc. and State Street Bank and Trust Company.
99 Letter Agreement, dated as of May 16, 1999, between U S
WEST, Inc. and Global Crossing Ltd.