=============================================================================== 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): June 21, 1999 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) (The Exhibits Index is located on page 2 of this report.) =============================================================================== Item 5. Other Events On June 21, 1999, U S WEST announced that its Board of Directors met and reviewed the unsolicited acquisition proposal made by Qwest Communications International, Inc. on June 13. The press release is filed as an exhibit to this Current Report on Form 8-K. Item 7. Financial Statements and Exhibits (c) Exhibits Index Exhibit 99 - Press Release issued by the Company on June 21, 1999 entitled "U S WEST Board Reviews Qwest Bid; Decides to Take No Action at This Time" 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 ---------------------------------------------- Thomas O. McGimpsey Assistant Secretary Dated: June 22, 1999