===============================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
--------------------
FORM 8-A
--------------------
For Registration of Certain Classes of Securities
Pursuant to Section 12(b) or (g) of the
Securities Exchange Act of 1934
U S WEST Communications, Inc.
(Exact name of registrant as specified in its charter)
Colorado 84-0273800
(State of incorporation IRS Employer Identification
or organization) Number
1801 California Street, Denver, Colorado 80202
(Address of Principal Executive Offices, Including Zip Code)
Securities to be registered pursuant to
Section 12(b) of the Act:
Title of Each Class of Name of Each Exchange on Which
Securities to be Registered Each Class is to be Registered
-------------------------------- ------------------------------
$320,000,000 Notes due 2008 New York Stock Exchange
of U S WEST Communications, Inc.
If this form relates to the registration of a class of securities pursuant to
Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box. [X]
If this Form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to the General
Information Instruction A.(d), check the following box. [ ]
Securities Act registration statement
file number to which this form relates (if applicable):
33-49647
Securities to be registered pursuant to Section 12(g) of the Act:
None (Title of Class)
===============================================================================
<PAGE>
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
For a full description of the $320,000,000 Notes due 2008 (the "Notes") of U S
WEST Communications, Inc. (the "Company"), reference is made to (i) the
information contained under the caption "Debt Securities" in the Prospectus, to
be dated November 12, 1998 (the "Prospectus"), which forms part of the
Registration Statement on Form S-3 (33-49647) filed by the Company with the
Securities and Exchange Commission on June 2, 1993 under the Securities Act of
1933 (the "Registration Statement), and (ii) the information contained under the
caption "Description of Notes" in the Prospectus Supplement relating to the
Notes, to be dated November 12, 1998 (the "Prospectus Supplement"), to the
Prospectus. The information contained in the Registration Statement, the
Prospectus, and the Prospectus Supplement is incorporated herein by reference.
Item 2. Exhibits
Exhibit
Number Description
- --------------------- --------------------------------------------------
1 Underwriting Agreement, dated November 12, 1998 (to
be filed as an exhibit to a Current Report on Form
8-K and incorporated herein by reference).
*3(a) Restated Articles of Incorporation of the Company
(Exhibit 3a to Form 10-K/A, dated April 13, 1998,
File No. 1-3040).
*3(b) Bylaws of the Company, as amended (Exhibit 3b to
Form 10-K/A, dated April 13, 1998, File No.
1-3040).
4(a) Form of Notes due November 15, 2008 of U S WEST
Communications, Inc. in the aggregate principal
amount of $320,000,000 (to be filed as an exhibit
to a Current Report on Form 8-K and incorporated
herein by reference).
*4(b) Indenture dated as of April 15, 1990, between the
Company and First National Bank of Chicago, Trustee
(Exhibit 4 to Registration Statement No. 33-35809).
The form or forms of Debt Securities with respect
to each particular series of Debt Securities
registered hereunder may be filed as an exhibit to
a Current Report on Form 8-K and incorporated
herein by reference.
*4(c) Form of First Supplemental Indenture dated as of
April 16, 1991, between the Company and The First
National Bank of Chicago, as Trustee (Exhibit 4a to
Form 8-K, dated April 16, 1991, File No. 1-3040).
- --------------------
* Previously filed.
<PAGE>
SIGNATURE
Pursuant to the requirements of Section 12 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 Communications, Inc.
By: /s/ Thomas O. McGimpsey
------------------------------
Thomas O. McGimpsey
Assistant Secretary
Dated: November 12, 1998
