===============================================================================
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): July 15, 1998
U S WEST, Inc.
(Formerly "USW-C, Inc.")
(Exact name of registrant as specified in its charter)
<TABLE>
<CAPTION>
<S> <C> <C>
A Delaware Corporation Commission File IRS Employer Identification
(State of Incorporation) Number 1-14087 No. 84-0953188
</TABLE>
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)
===============================================================================
<PAGE>
Item 5. Other Events
On July 15, 1998, U S WEST, Inc. issued a press release concerning
certain one-time charges for the second quarter 1998. The release is filed as an
exhibit to this Current Report on Form 8-K.
Item 7. Exhibits
Exhibit Description
99 Press Release issued July 15, 1998 entitled "U S WEST to Reflect One
Time Charges Related to its Split with MediaOne Group."
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: July 15, 1998
U S WEST
Investor Relations
NEWS FLASH
July 14, 1998
- U S WEST TO REFLECT ONE TIME CHARGES RELATED TO ITS SPLIT
WITH MEDIAONE GROUP -
DENVER - U S WEST announced today that it will take one time charges in the
second quarter totaling about $89 million after taxes, related primarily to its
June 12 split-off from MediaOne Group.
Approximately $68 million of the total represents costs directly related to the
split, including executive severance, legal and financial advisory fees,
securities registration fees, printing and mailing costs, and internal systems
and rearrangement costs. The annual proxy filing disclosed that charges were
anticipated for split related costs.
The second quarter results will also reflect a $21 million after tax charge
related to impairment of its Omaha video operations. U S WEST began providing
video services to customers in Omaha in 1995. Although a marketing success,
recent technological advances have permitted the company to pursue and use more
economical VDSL technology. Phoenix is the first target city for this service.
On an operating basis, the company said it is comfortable with Wall Street's
consensus estimate for the second quarter. On July 27, the company will report
proforma results including the full quarterly impact of the directory business
transfer from MediaOne to the new U S WEST.
In addition to these income-statement charges, the Company will also reflect a
balance sheet impact of $140 million resulting from debt refinancing due to the
transfer of U S WEST Dex.
U S WEST (NYSE: USW) provides a full range of telecommunications services -
including wireline, wireless PCS and data networking - 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 those statements, we claim the protection of the safe harbor
for forward-looking statements contained in the Private Securities Litigation
Reform Act of 1995. Discussion of factors that may affect future results is
contained in our recent filings with the Securities and Exchange Commission.
Further information: Larry Thede, 303-896-3550; Rodney Miller, 303-896-3096;
Hadley Evans, 303-896-5706.
###
U S WEST Investor Relations
1801 California Street, Suite 4930, Denver, CO 80202
303-896-1277