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UNITED STATES
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): November 18, 1998
U S WEST, Inc.
(Formerly "USW-C, Inc.")
(Exact name of registrant as specified in its charter)
A Delaware Corporation Commission File IRS Employer Identification
(State of Incorporation) Number 1-14087 No. 84-0953188
1801 California Street, Denver, Colorado 80202
(Address of principal executive offices, including Zip Code)
Telephone Number (303) 672-2700
(Registrant's telephone number, including area code)
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Item 5. Other Events
On November 18, 1998, U S WEST Capital Funding, Inc. and U S WEST, Inc.
closed its $400 million Debenture offering. Additional documents related to that
offering are filed as Exhibits to this Current Report on Form 8-K.
Item 7. Exhibits
Exhibit Description
1(a) Underwriting Agreement, dated as of November 13, 1998, by and
among U S WEST Capital Funding, Inc., U S WEST, Inc., J. P. Morgan
& Co., Lehman Brothers, Merrill Lynch & Co., and Salomon Smith
Barney.
4(a) Indenture, dated as of June 29, 1998, among U S WEST Capital
Funding, Inc., U S WEST, Inc., and The First National Bank of
Chicago, as Trustee.
4(b) Form of 6-1/2% Debentures, due November 15, 2018, of
U S WEST Capital Funding, Inc., unconditionally guaranteed as to
payment of principal and interest by U S WEST, Inc., in the
aggregate principal amount of $400,000,000.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
U S WEST, Inc.
(Formerly "USW-C, Inc.")
By: /s/ Thomas O. McGimpsey
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Thomas O. McGimpsey
Assistant Secretary
Dated: November 18, 1998