NOTICE OF GUARANTEED DELIVERY
U S WEST FINANCING I
7.96% TRUST ORIGINATED PREFERRED SECURITIES-SM- ("TOPRS-SM-")
(LIQUIDATION AMOUNT $25 PER PREFERRED SECURITY)
(CUSIP 90388D204)
This form, or a substantial equivalent, must be used to tender 7.96% Trust
Originated Preferred Securities (the "Old Series I Preferred Securities") of US
WEST Financing I if the procedure for book-entry transfer of Old Series I
Preferred Securities, as described in the Prospectus relating to the Series I
Offer, dated May , 1998 (the "Prospectus"), cannot be completed by the Series
I Expiration Date (as defined in the Prospectus). This form, properly completed
and duly executed, may be delivered by facsimile transmission, hand or overnight
courier to the Exchange Agent.
THE SERIES I OFFER AND RELATED WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW
YORK CITY TIME, ON , , 1998, UNLESS EXTENDED.
THE EXCHANGE AGENT FOR THE SERIES I OFFER AND THE SERIES II OFFER IS:
FIRST CHICAGO TRUST COMPANY OF NEW YORK
IF BY MAIL: IF BY HAND: IF BY OVERNIGHT DELIVERY:
First Chicago Trust Company First Chicago Trust Company First Chicago Trust Company
of New York of New York of New York
Tenders & Exchanges Tenders & Exchanges Tenders & Exchanges
Suite 4660 c/o The Depository Trust Suite 4680
P.O. Box 2569 Company 14 Wall Street, 8th Floor
Jersey City, New Jersey 55 Water Street, DTC TAD New York, New York
07303-2569 Vietnam Veterans Memorial 10005
Plaza
New York, New York 10041
IF BY FACSIMILE TRANSMISSION:
(For Eligible institutions
only)
(201) 222-4720
or
(201) 222-4721
FACSIMILE CONFIRMATION
NUMBER:
(201) 222-4707
DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY OTHER THAN AS SET FORTH ABOVE
WILL NOT CONSTITUTE A VALID DELIVERY.
THIS NOTICE OF GUARANTEED DELIVERY RELATES ONLY TO THE OLD SERIES I
PREFERRED SECURITIES AND THE SERIES I OFFER. THIS NOTICE OF GUARANTEED DELIVERY
MAY NOT BE USED FOR OLD SERIES II PREFERRED SECURITIES TENDERED IN CONNECTION
WITH THE SERIES II OFFER. COPIES OF THE NOTICE OF GUARANTEED DELIVERY RELATING
TO THE SERIES II OFFER MAY BE OBTAINED FROM THE EXCHANGE AGENT AT THE ADDRESS OR
TELEPHONE NUMBER SET FORTH ABOVE OR FROM THE INFORMATION AGENT AT THE ADDRESS OR
TELEPHONE NUMBER SET FORTH BELOW.
THE INFORMATION AGENT FOR THE SERIES I OFFER AND THE SERIES II OFFER IS:
BEACON HILL PARTNERS, INC.
90 Broad Street
New York, New York 10004
Banks and Brokers Call Collect: (212) 843-8500
All Other Call Toll-free: (800) 787-3120
Ladies and Gentlemen:
The undersigned hereby tenders to U S WEST Capital Funding, Inc. ("Capital
Funding") upon the terms and subject to the conditions set forth in the
Prospectus and the related Letter of Transmittal and Consent (the "Letter of
Transmittal"), the receipt of which is hereby acknowledged, the number of Old
Series I Preferred Securities set forth below, pursuant to the guaranteed
delivery procedure set forth in the Prospectus and the Letter of Transmittal.
The undersigned understands that the proper tender of Old Series I Preferred
Securities by holders of record as of May 6, 1998 will constitute the giving of
a consent by such holders with respect thereto to the Proposed Amendments
described in the Prospectus.
Number of Old Series I Preferred Securities
Tendered:
Address(es):
(ZIP Code)
Name of Area Code and Tel. No.:
Tendering Institution:
Account Number:
Dated: Signature(s):
2
THE FOLLOWING GUARANTEE MUST BE COMPLETED
GUARANTEE OF DELIVERY
(NOT TO BE USED FOR SIGNATURE GUARANTEE)
The undersigned, a firm that is a member of a registered national securities
exchange or the National Association of Securities Dealers, Inc., or a
commercial bank or trust company having an office, branch or agency in the
United States, guarantees (a) that the above named person(s) "own(s)" the Old
Series I Preferred Securities tendered hereby within the meaning of Rule 14e-4
under the Securities Exchange Act of 1934, as amended, (b) that such tender of
Old Series I Preferred Securities complies with Rule 14e-4 and (c) to deliver to
the Exchange Agent Old Series I Preferred Securities confirmation of the
book-entry transfer of the Old Series I Preferred Securities tendered hereby
into the account of the Exchange Agent at The Depository Trust Company, together
with a properly completed and duly executed Letter(s) of Transmittal (or
facsimile(s) thereof), with any required signature guarantees (or an Agent's
Message (as defined in the Prospectus)) and any other required documents within
three New York Stock Exchange trading days after the date of execution of this
Notice.
Name of Firm: X
(Authorized Signature)
Address: Name:
Telephone Number: Title:
(Please Type or Print)
Dated:
3