EXHIBIT 99



                  Tuesday, January 12, 1999

                  Emily Harrison, 303-965-3235



           Jerry O. Williams retires from U S WEST Board of Directors

           -- After 10-year term, Williams says it's time to make room
                             for new leadership --


DENVER  -- After  serving  for  more  than  ten  years  on U S  WEST's  Board of
Directors,  Jerry O. Williams announced his retirement from the board.  Williams
is  President  and Chief  Executive  Officer of Grand Eagle  Companies,  Inc., a
private  investment  group based in Chicago.  He was elected to the old U S WEST
board in 1988 and re-elected to the new U S WEST board in 1998 after the June 12
split creating the new U S WEST and MediaOne.


"I leave the U S WEST Board of  Directors  with a strong  sense of  satisfaction
regarding  the  contributions  I have  made  and the  results  the  Company  has
achieved,"  Jerry  Williams  said.  "U S WEST  shareholders  have  experienced a
seven-fold  increase in their return since 1988, and the company has embarked on
exciting new initiatives that will benefit both customers and shareholders.  I'm
very proud of that."


"I strongly  believe and am often quoted that the effective tenure of a CEO or a
member of the Board of  Directors  of a company is seven to ten years.  A person
then needs to step aside to let new leadership with a different  perspective and
new energy forge to the forefront and revitalize the company," said Williams.


Williams,  who is 60,  received a Bachelor  of Arts degree in  mathematics  from
DePauw  University  and a Bachelor of Science  degree in electrical  engineering
from Purdue  University.  He also has a Master of Science  degree in  operations
research and systems engineering from the University of Pennsylvania.


U S WEST  (NYSE:USW)  provides  a full  range of  telecommunications  services -
including  wireline,  wireless PCS, data  networking,  directory and information
services - to more than 25 million  customers  nationally  and in 14 western and
midwestern states.  More information about U S WEST can be found on the Internet
at http://www.uswest.com.

                                       ###