EXHIBIT 99
U S WEST (REGISTERED TRADEMARK)

     INVESTOR RELATIONS

April 21, 1999

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Note to investors:  U S WEST (NYSE: USW) will hold a live teleconference call at
9:00 a.m. MDT (11:00 a.m.  EDT) today to discuss  first  quarter,  1999 results.
Participants  should call  1-888-569-5033  by the scheduled start time. A replay
will be available starting at noon MDT, through 6 p.m. MDT on Wednesday, Apr. 28
by calling 1-888-203-1112 and entering confirmation number 652668.
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                U S WEST Announces First Quarter Earnings Results

        -- PCS, DSL, Internet Access Products Achieving Strong Growth --
       -- Accelerating Revenues, Slowing Expenses Expected to Yield Growth
                          Through Remainder of Year --

DENVER - U S WEST (NYSE: USW) today announced first quarter diluted earnings per
share of $.78, unchanged from pro forma first quarter 1998 earnings.

Results were aided by overall revenue growth of 5.7 percent, better than the 5.0
percent  normalized  growth  in  fourth  quarter,  1998.   Capitalizing  on  the
opportunity  in  the  high-growth  wireless  and  data  markets,  the  company's
quarterly results were offset by increased investment in these areas. Additional
spending to increase the company's  electronic  sales  capabilities and continue
improving its  infrastructure  - spending which is expected to ease later in the
year - also affected first-quarter earnings.

"The  continued  strength in our  revenues led to  bottom-line  results that met
first quarter expectations," said Sol Trujillo, president and CEO. "However, our
first quarter spending was well above last year. That was driven not only by our
own growth and long-distance compliance initiatives,  but also by the escalating
costs for a customer base that has increasingly  complex demands.  For the year,
we expect to achieve our full-year  growth of around 10 percent,  but it will be
dependent  on our  ability to  moderate  the  current  cost trend and execute on
certain investments and initiatives, including those we announced in February.

"Meanwhile,  our growth  initiatives  continue to show very strong  results," he
added. "Our wireless offering  continues to increase  penetration,  our Internet
access  product is showing  incredible  growth,  our  industry-leading  DSL data
offering  continues  to perform  well,  and our  electronic  commerce  effort is
starting to build momentum."

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U S WEST First Quarter Earnings - Page 2

Trujillo said the company drove strong quarterly revenue growth in several ways.
U S WEST's data and wireless  businesses  posted strong  subscriber growth gains
for the quarter. U S WEST Dex, the company's directory and Internet Yellow Pages
business,  turned  in  very  good  quarterly  results.  Additionally,  the  core
telephony  business  benefited  from  strength  in its  deployment  of  vertical
services.

o    First quarter data revenues grew to nearly $380 million, up 31 percent over
     first quarter 1998.  !NTERPRISE - which manages the company's in-region and
     out-of-region  emerging data products,  including digital  subscriber line,
     Internet  access,  ATM and Frame Relay - grew  revenues by 50 percent  over
     first quarter 1998 to $173 million for the quarter. Customer levels for the
     company's  Internet  access service,  uswest.net,  grew by almost 50,000 to
     nearly 200,000.

o    Customers opting for the company's high-speed digital subscriber line (DSL)
     data product,  MegaBit  Services,  grew by about 10,000 for the quarter and
     now total more than 30,000.  U S WEST expects to have more than 100,000 DSL
     subscribers by year's end.

o    During the quarter,  the company's  Advanced PCS wireless  product grew its
     customer base to nearly 220,000 - a gain of about 35,000 for the quarter in
     what is  traditionally  the  slowest  quarter  of the year in the  wireless
     business.  On a weighted average basis, these customer levels now represent
     about  2  percent  penetration.  Average  monthly  revenue  per  subscriber
     remained at $54.  Nearly 50 percent of all PCS  customers  continue to take
     advantage of Advanced PCS'  first-in-the-nation  integrated  features.  The
     company estimates it will have more than 370,000  subscribers by the end of
     1999.

o    U S WEST Dex grew  revenues at 6.5 percent  compared to first quarter 1998,
     led by strong  print  directory  results in  Minneapolis  and  Phoenix.  In
     addition,  Dex  accelerated  its efforts in the  Internet  advertising  and
     commerce arena, with sales of more than 6,000 Internet  advertising  items,
     such as web sites,  links and banners.  Dex's  Internet  Yellow Pages,  the
     region's leading on-line  directory,  is attracting nearly 2 million visits
     per  month,  nearly  three  times the amount of usage  compared  with first
     quarter 1998. During the quarter,  Dex also invested in Flycast,  a leading
     Web advertising network, and signed long-term distribution  agreements with
     Flycast and DoubleClick, another on-line advertising network.

o    Total  "growth  subscribers"  (customers  for the  company's  PCS,  DSL and
     Internet  access  service)  now total  450,000,  up nearly  95,000  for the
     quarter -- a three-fold  increase over first  quarter  1998.  Investment in
     these growth initiatives  negatively  impacted EPS by $0.16 for the quarter
     versus $0.08 for first quarter,  1998. This spending is expected to peak by
     third quarter 1999.

o    In the  core  telephony  business,  vertical  services  continued  to  show
     strength.  The company added more than 300,000 Caller ID subscribers during
     the quarter.  Residential Caller ID penetration is now at 35.7 percent. And
     more than  20,000  customers  signed up for "No  Solicitation,"  a recently
     introduced service that combats unwanted sales calls.

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U S WEST First Quarter Earnings - Page 3

On the expense side,  Trujillo said he believes the spending  growth rate peaked
during  the first  quarter  and should  slow later in the year as first  quarter
initiatives  begin  to  take  effect  and  infrastructure  spending  eases.  The
quarter's increased spending resulted primarily from:

o    additional spending for data, wireless and electronic commerce growth 
     initiatives;

o    accelerated spending to create new electronic channel capabilities and
     infrastructure enhancements;

o    additional  expenses related to mandates,  such as year 2000 compliance and
     interconnection   to  enable  the   company   more  rapid  entry  into  the
     long-distance market;

o    escalating  network costs,  including  pro-active  maintenance and delivery
     of increasingly complex products.

During the quarter,  the company saw continuing  impacts from competition in its
local  telephony  business in both line growth and  pricing.  It now has re-sold
nearly 444,000 lines to competitors.  It also opened five  additional  states to
1-plus  pre-subscription  for intraLATA toll calls. This contributed to the 14.7
percent decline in intraLATA toll revenues versus first quarter 1998.

Other first quarter highlights include:

Volumes and Penetration:

o    Residential  subscriber  levels at the end of the quarter for the company's
     most  popular  custom  calling  features  continued  to  grow,  with  Voice
     Messaging now at 19.3 percent  penetration  (tops in the industry) and Call
     Waiting at 36.5 percent penetration.

o    Sales of the company's  bundled  "Custom  Choice"  package for  residential
     customers surpassed 800,000 during the quarter.

o    The  addition of 569,000  access lines over the past 12 months for a growth
     rate of 3.5 percent. On a  "voice-grade-equivalent"  basis, business access
     line growth was 15.8 percent.

o    On the small  business  side,  total access lines  equipped with Centrex 21
     services grew to 450,000, an 89 percent year-over-year increase.

Sales and Revenues:

o    A 16.7 percent  increase  compared  with first quarter 1998 in private line
     and special access  revenues,  which totaled $279 million - a reflection of
     the company's growing data networking  services business and its ability to
     successfully  compete in one of the most highly competitive segments of the
     telecommunications market.

o    During the quarter,  consumer revenues from vertical services  increased by
     nearly 16 percent, compared to first quarter 1998.

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U S WEST First Quarter Earnings - Page 4

o    Frame Relay revenues increased by 29 percent quarter-over-quarter and 
     ISDN revenues jumped by 62 percent quarter-over-quarter.

Costs and Margins:

o    Absorbed  approximately  $85  million in  incremental  expenses  related to
     interconnection,  number  portability and Year 2000  compliance  during the
     quarter.  To date, the company has spent $140 million on Y2K. It expects to
     spend another $80 during the balance of 1999.

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.

Safe Harbor Statement:  This document contains  statements about expected future
events and financial results that are  forward-looking  and subject to risks and
uncertainties.   For   these   statements,   we  claim  the  safe   harbor   for
"forward-looking  statements"  within  the  meaning  of the  Private  Securities
Litigation Reform Act of 1995. Factors that could cause actual results to differ
from  expectations  include:  (i) greater than anticipated  competition from new
entrants into the local exchange, intraLATA toll, wireless, data and directories
markets, causing loss of customers and increased price competition; (ii) changes
in demand  for U S WEST's  products  and  services,  including  optional  custom
calling  features;  (iii)  higher  than  anticipated  employee  levels,  capital
expenditures   and   operating   expenses   (such  as  costs   associated   with
interconnection  and  year  2000  remediation);  (iv)  the  loss of  significant
customers; (v) pending and future state and federal regulatory changes affecting
the telecommunications  industry, including changes that could have an impact on
the  competitive  environment  in the local  exchange  market;  (vi) a change in
economic  conditions  in the various  markets  served by U S WEST's  operations;
(vii)  higher than  anticipated  start-up  costs  associated  with new  business
opportunities;  (viii) delays in U S WEST's ability to begin offering  interLATA
long-distance   services;   (ix)  consumer  acceptance  of  broadband  services,
including  telephony,  data  and  wireless  services;  and  (x)  delays  in  the
development of anticipated technologies,  or the failure of such technologies to
perform  according to  expectations.  These  cautionary  statements  by U S WEST
should not be construed as exhaustive or as any admission regarding the adequacy
of  disclosures  made by U S WEST. U S WEST cannot  always  predict or determine
after the fact what factors would cause actual results to differ materially from
those  indicated  by the  forward-looking  statements  or other  statements.  In
addition,  readers  are urged to  consider  statements  that  include  the terms
"believes",   "belief",   "expects",   "plans",   "objectives",   "anticipates",
"intends",  "targets",  or the like to be  uncertain  and  forward-looking.  All
cautionary  statements should be read as being applicable to all forward-looking
statements  wherever they appear.  U S WEST does not undertake any obligation to
publicly update or revise any forward-looking statements, whether as a result of
new information, future events or otherwise.

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Further information:  Larry Thede, 303-896-3550; Rodney Miller, 303-896-3096; 
                      Martha Daniele Paine, 303-896-5706.

NOTE:  This release and the financial statements will be available on the 
       Internet after 7 a.m. (MST) by accessing U S WEST's Internet site:  
                                www.uswest.com.