U S WEST INC /DE/
8-K, 1999-02-26
TELEPHONE COMMUNICATIONS (NO RADIOTELEPHONE)
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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): February 25, 1999




                                 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)




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<PAGE>


Item 5.       Other Events

              On  February  25,  1999,  U S WEST,  Inc.  issued a press  release
entitled "U S WEST Holds Third Annual Investor Conference." The press release is
attached hereto as Exhibit 99.


Item 7.       Financial Statements and Exhibits

              (c) Exhibits

              Exhibit 99 - Press Release issued February 25, 1999



<PAGE>




                                    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:        February 25, 1999



EXHIBIT 99

U S WEST Logo


         Investor Relations

                                   NEWS FLASH

February 25, 1999

               - U S WEST Holds Third Annual Investor Conference -
               - Trujillo Says Growth is Key to Business Strategy:
       PCS Subscriber Levels to Double, DSL Subscribers to Exceed 100,000,
       uswest.net Subscribers to Pass Quarter-Million Mark by Year's End -


VAIL,  Colo. -- U S WEST today held its third annual Investor  Conference for an
audience of about 100 Wall Street analysts in this Colorado  resort.  During the
day, the company  provided a flavor of the type of  experience it is bringing --
and that it intends to bring -- to its 25 million customers.

"Not only do our  customers  have the  pleasure  of living in one of the  finest
parts of the country,"  said Sol Trujillo,  president and CEO of U S WEST.  "But
the type of  telecommunications  experience  we bring  them today -- and that we
intend to bring them tomorrow -- makes their lives even better here."

During the day, the company provided guidance around expectations for its growth
businesses. Among these expectations, the company said it expects to:

o    Double the level of subscribers to its integrated,  one-number Advanced PCS
     wireless  service from year-end 1998 levels of 185,000 thereby growing 1999
     revenues to an anticipated $200 million.
o    Add 80,000-plus  customers to its  first-in-the-nation,  high-speed digital
     subscriber line (DSL) service,  MegaBit Services,  by year's end, exceeding
     the 100,000 mark.
o    Exceed the quarter-million mark in subscriber levels to its highly regarded
     Internet access service, uswest.net.
o    Grow 1999 revenues from its data initiatives,  including Digital Subscriber
     Line (DSL),  Internet  access and vertical  data  services to between $3-$4
     billion by 2003.
o    Achieve  more than $25  million  in sales of  E-Commerce-related  services,
     primarily  through its data and  directory  divisions in 1999.  The company
     expects its total  E-Commerce  initiatives  to yield $1 billion in revenues
     cumulatively in the next three years.

                                     -more-


<PAGE>


"Our company is about growth," said Sol Trujillo, president and CEO of U S WEST.
"We're focused on bringing customers a unique experience, an experience centered
on  integration,  innovation  and the Internet.  That's why earlier this week we
announced  an  initiative  to spend an  additional  $300 million in 1999 to help
improve our channel and infrastructure capabilities,  position us for entry into
the interLATA long-distance business, and sharpen our competitive edge."

John Chambers, chairman and CEO of Cisco Systems, made a guest appearance at the
conference.  During his remarks,  Chambers applauded U S WEST for stepping up to
the high-speed data challenge. U S WEST's high-speed DSL data offering,  MegaBit
Services, reaches 40 percent of U S WEST's customers, while penetration of cable
modems in U S WEST's region is only 10 percent.

"Entering the  high-speed  data arena should be a requirement  for all the Local
Exchange Carriers," Chambers said. "U S WEST's moves in this direction are right
on the money.  I'm surprised that others aren't being as aggressive,  because in
the new Internet economy where the fast beat the slow, those who attain share in
this market early will be the long-term winners."

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, video 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.

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.

                                       ###

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



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