1
EXHIBIT 12
                                U S WEST, Inc.
                      RATIO OF EARNINGS TO FIXED CHARGES
                            (Dollars in Millions)



                                                                Quarter Ended
                                                           12/31/94       12/31/93
- ---------------------------------------------------       ---------      ---------
                                                                     
Income from continuing operations before
 income taxes                                                 $638           $394
Interest expense (net of amounts capitalized)                  119            125
Interest factor on rentals (1/3)                                26             28
                                                          ---------      ---------
Earnings                                                      $783           $547

Interest expense                                               138            125
Interest factor on rentals (1/3)                                26             28
                                                          ---------      ---------
Fixed charges                                                 $164           $153

Ratio of earnings to fixed charges                            4.77           3.58
- ---------------------------------------------------       ---------      ---------
               


                                                                Year to Date
                                                           12/31/94       12/31/93
- ---------------------------------------------------       ---------      ---------
Income from continuing operations before
 income taxes and extraordinary items (1)                   $2,283           $745
Interest expense (net of amounts capitalized)                  442            439
Interest factor on rentals (1/3)                                96            102
                                                          ---------      ---------
                
Earnings                                                    $2,821         $1,286 

Interest expense                                               486            439
Interest factor on rentals (1/3)                                96            102
                                                          ---------      ---------
                
Fixed charges                                                 $582           $541

Ratio of earnings to fixed charges                            4.85           2.38
- ---------------------------------------------------       ---------      ---------



(1)  The year end 1993 ratio includes a one-time restructuring charge of
$1,000. Excluding the restructuring charge the ratio of earnings to fixed
charges would have been 4.22.
   2
EXHIBIT 12

                                U S WEST, Inc.
                      RATIO OF EARNINGS TO FIXED CHARGES
                             (Dollars in Millions)




                                                                         Year Ended
                                                   1994       1993          1992          1991           1990   
- --------------------------------------------    ---------   --------     ---------      ---------      ---------
                                                                                          
Income from continuing operations                 $2,283       $745        $1,569         $1,209         $1,681 
  before income taxes
Interest expense                                     442        439           453            482            459            
Interest factor on rentals (1/3)                      96        102            98             90             89
                                                ---------   --------     ---------      ---------      ---------
Earnings                                          $2,821     $1,286        $2,120         $1,781         $2,229 
Interest expense                                     486        439           453            482            459
Interest factor on rentals (1/3)                      96        102            98             90             89
                                                ---------   --------     ---------      ---------      ---------
Fixed charges                                       $582       $541          $551           $572           $548
Ratio of earnings to fixed charges                  4.85       2.38          3.85           3.11           4.07
- --------------------------------------------    ---------   --------     ---------      ---------      ---------


The 1993 ratio is based on earnings from continuing operations before
extraordinary charges associated with the decision to discontinue accounting
for the operations of the Company in accordance with SFAS No. 71 of $3,123 and
the early extinguishment of debt of $77. The 1993 and 1991 ratios include
restructuring charges of $1,000 and $364, respectively. Excluding the
restructuring charges the 1993 and 1991  ratios of earnings to fixed charges
would have been 4.22 and 3.75, respectively.

The 1992 ratio is based on earnings before the cummulative effect of change in
accounting principles which reduced net income by  $1,793.





   3
EXHIBIT 12

                       U S WEST Financial Services, Inc.
                      RATIO OF EARNINGS TO FIXED CHARGES
                            (Dollars in Thousands)




                                                                       Quarter Ended
                                                                12/31/94            12/31/93
- ----------------------------------------------------            ---------          ----------
                                                                               
Income before income taxes                                        $7,578             $65,453 
Interest expense                                                   8,388              50,809 
Interest factor on rentals (1/3)                                      25                 183
                                                                ---------          ----------
Earnings                                                         $15,991            $116,445 
Interest expense                                                   8,388              50,809 
Interest factor on rentals (1/3)                                      25                 183
                                                                ---------          ----------
Fixed charges                                                     $8,413             $50,992 
Ratio of earnings to fixed charges                                  1.90                2.28
- ----------------------------------------------------            ---------          ----------


                                                                        Year-to-Date
                                                                12/31/94            12/31/93
- ----------------------------------------------------            ---------          ----------
Income before income taxes                                       $12,217            $123,596 
Interest expense                                                  40,816             144,980 
Interest factor on rentals (1/3)                                     123                 789
                                                                ---------          ----------
Earnings                                                         $53,156            $269,365 
Interest expense                                                  40,816             144,980 
Interest factor on rentals (1/3)                                     123                 789
                                                                ---------          ----------
Fixed charges                                                    $40,939            $145,769 
Ratio of earnings to fixed charges                                  1.30                1.85
- ----------------------------------------------------            ---------          ----------


Note: A Termination Agreement and Guarantee was entered into on
June 24, 1994 between U S WEST, Inc., U S WEST Capital Corporation and 
U S WEST Financial Services, Inc. (USWFS).  The Agreement terminates the 
Support Agreement dated January 5, 1990 whereby U S WEST, Inc. agreed to 
provide financial support to USWFS.  The Agreement provides replacement
financial support in the form of a direct guarantee by U S WEST of all
outstanding indebtedness of USWFS.