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 25, 1996
U S WEST, 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 1-8611 No. 84-0926774
</TABLE>
7800 East Orchard Road, Englewood, Colorado 80111
(Address of principal executive offices, including Zip Code)
Telephone Number (303) 793-6500
(Registrant's telephone number, including area code)
<PAGE>
Item 5. Other Events
On July 25, 1996, U S WEST Communications Group released its second quarter
earnings results. In addition, U S WEST Media Group released its second
quarter earnings results on July 26, 1996. The releases and financial
statements are attached hereto as Exhibits.
Item 7. Exhibits
Exhibit Description
27 Financial Data Schedule.
99A Press Release issued July 25, 1996 concerning the earnings results of
U S WEST Communications Group for the second quarter of 1996.
99A.1 Unaudited Combined Statements of Income of U S WEST Communications
Group for the quarters ended June 30, 1995 and 1996, filed in connection with
the Press Release dated July 25, 1996.
99A.2 Unaudited Earnings Normalization Schedule of U S WEST Communications
Group for the quarters ended June 30, 1995 and 1996, filed in connection with
the Press Release dated July 25, 1996.
99A.3 Unaudited Selected Combined Group Data of U S WEST Communications
Group for the quarters ended June 30, 1995 and 1996, filed in connection with
the Press Release dated July 25, 1996.
99A.4 Unaudited Combined Balance Sheets of U S WEST Communications Group
for the quarter ended June 30, 1996 and year ended December 31, 1995, filed in
connection with the Press Release dated July 25, 1996.
99A.5 Unaudited Combined Statements of Cash Flows of U S WEST
Communications Group for the six-months periods ended June 30, 1995 and 1996,
filed in connection with the Press Release dated July 25, 1996.
99A.6 Unaudited Statements of Income of U S WEST Communications, Inc. for
the six-months periods ended June 30, 1995 and 1996, filed in connection with
the Press Release dated July 25, 1996.
99B Press Release issued July 26, 1996 concerning the earnings results of
U S WEST Media Group for the second quarter of 1996.
99B.1 Unaudited Combined Statements of Income of U S WEST Media Group for
the quarters and six-months periods ended June 30, 1995 and 1996, filed in
connection with the Press Release dated July 26, 1996.
99B.2 Unaudited Selected Combined Group Data of U S WEST Media Group for
the quarters and six-months periods ended June 30, 1995 and 1996, filed in
connection with the Press Release dated July 26, 1996.
99B.3 Unaudited Combined Balance Sheets of U S WEST Media Group for the
quarter ended June 30, 1996, and the year ended December 31, 1995, filed in
connection with the Press Release dated July 26, 1996.
99B.4 Unaudited Combined Statements of Cash Flows of U S WEST Media Group
for the six-months periods ended June 30, 1995 and 1996, filed in connection
with the Press Release dated July 26, 1996.
99B.5 Unaudited Selected Proportionate Data of U S WEST Media Group for
the quarters ended June 30, 1995 and 1996, filed in connection with the Press
Release dated July 26, 1996.
99C.1 Unaudited Consolidated Statements of Income of U S WEST, Inc. for
the quarters and six-months periods ended June 30, 1995 and 1996.
99C.2 Unaudited Consolidated Balance Sheets of U S WEST, Inc. for the
quarter ended June 30, 1996 and the year ended December 31, 1995.
99C.3 Unaudited Consolidated Statements of Cash Flows of U S WEST, Inc.
for the six-months periods ended June 30, 1995 and 1996.
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.
/s/ STEPHEN E. BRILZ
By:___________________________
Stephen E. Brilz
Assistant Secretary
Dated: July 25, 1996
U S WEST COMMUNICATIONS GROUP 1996 SECOND QUARTER EARNINGS
PAGE
EXHIBIT 99A
U S WEST Communications Group
Release Date: July 25, 1996
Contact: Dave Banks (303) 804-6752
U S WEST COMMUNICATIONS GROUP REPORTS IMPROVED PROFITS AND SECOND STRAIGHT
QUARTER OF RECORD REVENUES
- ACCESS LINE GROWTH ALSO CONTINUES AT RECORD PACE -
ENGLEWOOD, Colo. -- Fueled by continued record growth in revenues and
telephone access lines, U S WEST Communications Group (NYSE:USW) reported
second quarter normalized income of $289 million, a 2.1 percent increase, on
an adjusted basis. Earnings per share (EPS) grew by 1.7 percent on a
normalized basis, to $.61 from $.60 in the same period in 1995. Second
quarter net income, before one-time items, was $324 million, a 10.6 percent
increase, with EPS growing 9.7 percent to $.68 from $.62.
Second-quarter revenues continued growing at a record pace -- a trend
started in the first quarter -- increasing 6.9 percent to $2.5 billion from
$2.3 billion a year ago. However, earnings for the quarter were tempered by
higher operating expenses, which totaled $1.93 billion, an 8 percent increase
over second quarter, 1995.
REVENUE GAINS CONTINUE AT RECORD PACE
Revenue gains were driven by:
- - Record growth in access lines, up 4.9 percent (excluding the sale of
selected rural telephone exchanges) over the past 12 months. This includes
4.1 percent growth in residential lines, a growth rate of 32.9 percent in
residential additional lines, and growth in business lines of 6.9 percent.
- - Solid growth in network access minutes of use, up 9.9 percent;
- - The highest-ever growth rate in local service revenues, up 9.6 percent;
- - Strong growth in revenues from value-added services, such as Caller ID,
Call Waiting, Voice Messaging, and data networking services, up 59.3 percent
from last year. Within that category, CLASS revenues more than doubled and
Voice Messaging revenues increased 28 percent. !NTERPRISE (registered
trademark), the data networking services division of U S WEST Communications,
reported revenue increases of more than 100 percent compared to the same
period a year ago.
EXPENSES INCREASE IN SUPPORT OF VOLUMES AND GROWTH INITIATIVES
Expense increases were driven by:
- - Increased volume due to unprecedented access-line growth and continuing
service-improvement initiatives. The company had a net gain of 93,000 access
lines in the second quarter, a 24 percent increase compared with second
quarter, 1995. A majority of this growth occurred outside the company's major
metropolitan areas where the costs for providing service are
disproportionately higher than in more densely populated areas.
- - Increased costs associated with retail marketing programs which are
helping drive unprecedented revenue growth and positioning U S WEST
Communications with customers as competitors enter new markets.
- - Start-up costs related to new business initiatives, such as significant
expansion of data networking services, as well as preparation for entry into
long distance, video, and wireless markets. Without these costs, growth in
operating expenses during the second quarter would have been 6.4 percent
instead of 8 percent, and net income growth would have more than doubled.
"U S WEST Communications Group is making progress in growing revenues and
improving service," said Richard McCormick, chairman and chief executive
officer of U S WEST, Inc. "That's a critical step the company must take as it
prepares for an increasingly competitive marketplace."
"We continue to see accelerating top-line growth," said Sol Trujillo,
president and chief executive officer of U S WEST Communications Group. "That
tells me that our sharpened customer focus is working to drive strong revenue
growth, but we still have a lot of work to do to improve our cost structure."
Trujillo said the company continues to make progress in providing customer
service even with the unprecedented growth. For instance, the number of held
orders (for customers who've had to wait more than 30 days for new service)
has dropped nearly 30 percent since the end of second quarter, 1995.
"We're ahead of plan for restoring service to levels which will position
us for competition," Trujillo said. "Once we reach our goals on service
improvement -- which we expect to occur in the second half of this year --
we'll be able to intensify our focus on taking costs out of the business. We
believe the actions we're taking this year to manage growth, improve service,
and build new business initiatives will increase shareowner value in the
future."
<PAGE>
SECOND QUARTER OPERATING HIGHLIGHTS
Operating highlights for the quarter include:
- - Continued to strengthen the management team. In April, the company
named Carey Balzer its new Vice President-Solutions. Balzer is leading the
company's effort to build comprehensive bundled solutions for targeted
customer segments. Prior to joining U S WEST Communications, Balzer held
market development positions at Sprint and AT&T.
- - Achieved substantial residential penetration levels of value-added
services: Call Waiting, 39.1 %; Caller ID, 17.3 %; Voice Messaging, 13.8 %.
The company also introduced several new services, including: Call Waiting ID,
which integrates Call Waiting and Caller ID; and Home Receptionist Screen
Phone, which visually and functionally integrates Call Waiting, Caller ID, and
Voice Messaging.
- - !NTERPRISE (registered trademark) announced an initiative to enhance
internet access and data communications for businesses and telecommuters
through digital subscriber line technology that allows faster data
communications over normal telephone wires.
- - Achieved penetration of better than 40 percent of the cable households
in its Omaha trial of TeleChoice (trademark) video services. In August, the
company will complete the trial phase, and the nearly 12,600 subscribers will
be converted from video dialtone to cable television customers, under recently
granted cable television franchise agreements.
U S WEST Communications Group provides telecommunications and high-speed data
services to more than 25 million customers in 14 western and midwestern
states. The company is one of two major groups that make up U S WEST. U S WEST
is in the connections business, helping customers share information,
entertainment and communications services in local markets worldwide. U S
WEST's other major group, U S WEST Media Group (NYSE:UMG), is involved in
domestic and international cable and wireless networks, directory publishing
and interactive multimedia services.
- -------------------------
[Safe Harbor statement: Some of the information presented in or in connection
with this announcement constitutes "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995. Although the
Company believes that its expectations are based on reasonable assumptions
within the bounds of its knowledge of its business and operations, there can
be no assurance that actual results will not differ materially from its
expectations. Factors that could cause actual results to differ from
expectations include: (i) greater than anticipated competition from new
entrants into the local exchange and intralata toll markets, (ii) changes in
demand for the Company's products and services, including optional custom
calling features, (iii) higher than anticipated employee levels, capital
expenditures, and operating expenses as a result of unusually rapid, in-region
growth, (iv) the gain or loss of significant customers, and (v) regulatory
changes affecting the telecommunications industry, including changes that
could have an impact on the competitive environment in the local exchange
market.]
# # #
<PAGE>
EXHIBIT 99A.1
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<CAPTION>
COMBINED STATEMENTS OF INCOME U S WEST COMMUNICATIONS GROUP
(UNAUDITED)
Quarter Ended Six Months Ended
June 30, % June 30, %
In millions 1996 1995 Change 1996 1995 Change
- ------------------------------- ------- ------------- ------- ------
<S> <C> <C> <C> <C> <C> <C>
OPERATING REVENUES
Local service $1,179 $1,076 9.6 $2,324 $2,126 9.3
Interstate access 626 591 5.9 1,248 1,180 5.8
Intrastate access 189 184 2.7 379 372 1.9
Long-distance network 278 294 (5.4) 568 593 (4.2)
Other services 228 193 18.1 446 385 15.8
---------------- ----------------
Total operating revenue 2,500 2,338 6.9 4,965 4,656 6.6
---------------- ----------------
OPERATING EXPENSES
Employee-related 921 831 10.8 1,788 1,644 8.8
Other operating 387 346 11.8 775 695 11.5
Taxes other than
income taxes 100 105 (4.8) 197 211 (6.6)
Depreciation & amort. 518 502 3.2 1,035 1,001 3.4
---------------- ----------------
Total operating
expenses 1,926 1,784 8.0 3,795 3,551 6.9
---------------- ----------------
Income from operations 574 554 3.6 1,170 1,105 5.9
Interest expense 110 106 3.8 221 207 6.8
Gains on sales of rural
telephone exchanges 49 15 - 49 78 (37.2)
Other income
(expense) - net 4 (3) - (12) (16)(25.0)
---------------- ----------------
Income before income
taxes and cumulative
effect of change in
accounting principle 517 460 12.4 986 960 2.7
Income tax provision 193 167 15.6 368 352 4.5
---------------- ----------------
Income before cumulative
effect of change in
accounting principle 324 293 10.6 618 608 1.6
Cumulative effect of
change in accounting
principle - net of tax - - - 34 - -
---------------- ----------------
NET INCOME $324 $293 10.6 $652 $608 7.2
================ ================
</TABLE>
<PAGE> 2
EXHIBIT 99A.1 (cont'd.)
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<CAPTION>
COMBINED STATEMENTS OF INCOME U S WEST COMMUNICATIONS GROUP
(UNAUDITED)
Quarter Ended Six Months Ended
In millions, except June 30, % June 30, %
per share amounts 1996 1995 Change 1996 1995 Change
- ------------------------------- ------- ------------- ------- ------
<S> <C> <C> <C> <C> <C> <C>
Average common shares
outstanding (#1)<F1> 476.8 470.4 1.4 475.9 469.5 1.4
================ ================
Earnings per common
share: (#1)
Income before cumulative
effect of change in
accounting principle $0.68 $0.62 9.7 $1.30 $1.29 0.8
Cumulative effect of
change in accounting
principle - - - 0.07 - -
---------------- ----------------
Earnings per
common share $0.68 $0.62 9.7 $1.37 $1.29 6.2
================ ================
<FN>
<F1>
#1: Effective November 1, 1995, each share of U S WEST, Inc.
common stock was converted into one share each of U S WEST Communi-
cations Group common stock and U S WEST Media Group common stock.
Earnings per common share for 1995 have been presented on a pro
forma basis to reflect the two classes of stock as if they were out-
standing since January 1, 1995. For periods prior to the recapitali-
zation, the average common shares outstanding are assumed to be equal
to the average common shares outstanding for U S WEST, Inc.
</FN>
</TABLE>
<PAGE>
EXHIBIT 99A.2
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<CAPTION>
EARNINGS NORMALIZATION SCHEDULE U S WEST COMMUNICATIONS GROUP
(UNAUDITED)
Quarter Ended Six Months Ended
In millions, except June 30, % June 30, %
per share amounts 1996 1995 Change 1996 1995 Change
- ------------------------------- ------- ------------- ------- ------
<S> <C> <C> <C> <C> <C> <C>
NORMALIZED INCOME:
Reported net income $324 $293 10.6 $652 $608 7.2
Adjustments to normalize
net income:
Rural exchange sales (30) (10) - (30) (49) (38.8)
Cumulative effect of
change in accounting
principle-net of tax - - - (34) - -
Current year impact of
accounting change -
net of tax (5) - - (10) - -
---------------- ---------------
Normalized income $289 $283 2.1 $578 $559 3.4
================ ===============
NORMALIZED EARNINGS PER
COMMON SHARE:
Reported net income $0.68 $0.62 9.7 $1.37 $1.29 6.2
Adjustments to normalize
net income:
Rural exchange sales (0.06) (0.02) - (0.06) (0.10) (40.0)
Cumulative effect of
change in accounting
principle-net of tax - - - (0.07) - -
Current year impact of
accounting change -
net of tax (0.01) - - (0.02) - -
---------------- ---------------
Normalized earnings
per common share $0.61 $0.60 1.7 $1.22 $1.19 2.5
================ ===============
</TABLE>
<PAGE>
EXHIBIT 99A.3
<TABLE>
<CAPTION>
SELECTED COMBINED GROUP DATA U S WEST COMMUNICATIONS GROUP
(UNAUDITED)
Dollars in Quarter Ended Six Months Ended
millions, except June 30, % June 30, %
per share amounts 1996 1995 Change 1996 1995 Change
- ------------------------------- ------- ------------- ------- ------
<S> <C> <C> <C> <C> <C> <C>
Access lines
(thousands) (#1)<F2>:
Business 4,394 4,132 6.3 4,394 4,132 6.3
Consumer 10,674 10,350 3.1 10,674 10,350 3.1
Total access lines 15,068 14,482 4.0 15,068 14,482 4.0
Normalized access
lines 15,192 14,482 4.9 15,192 14,482 4.9
Billed access minutes
of use (millions):
Interstate 13,002 11,880 9.4 25,698 23,474 9.5
Intrastate 2,629 2,339 12.4 5,196 4,584 13.4
Total minutes of use 15,631 14,219 9.9 30,894 28,058 10.1
Employees:
Communications Grp 51,141 51,169 (0.1) 51,141 51,169 (0.1)
Telephone operations 48,264 48,143 0.3 48,264 48,143 0.3
Dividends per
common share (#2)<F3> $0.535 $0.535 - $1.07 $1.07 -
Common shares
outstanding (#2) 477.4 470.7 1.4 477.4 470.7 1.4
Capital expenditures $635 $648 (2.0) $1,346 $1,193 12.8
EBITDA (#3)<F4> $1,092 $1,056 3.4 $2,205 $2,106 4.7
EBITDA margin 43.7% 45.2% - 44.4% 45.2% -
Return on equity (#4)<F5> 34.6% 36.7% - 33.6% 38.2% -
Debt-to-capital ratio:
Communications Grp 64.7% 66.0%# - 64.7% 66.0%# -
Telephone
operations only 62.6% 63.1%# - 62.6% 63.1%# -
<FN>
<F1>
# As of December 31, 1995.
<F2>
# 1: 1995 access lines have been restated to conform to current
year presentation.
<F3>
# 2: Effective November 1, 1995, each share of U S WEST, Inc.
common stock was converted into one share each of U S WEST Communi-
cations Group common stock and U S WEST Media Group common stock.
The common shares outstanding and dividends per common share at
June 30, 1995 are presented on a pro forma basis and assumed to
be equal to the common shares outstanding for U S WEST, Inc.
<F4>
# 3: Earnings before interest, taxes, depreciation, amortization,
and other (EBITDA). EBITDA also excludes gains on asset sales.
<F5>
# 4: Based on income before one time items.
</FN>
</TABLE>
<PAGE>
EXHIBIT 99A.4
<TABLE>
<CAPTION>
COMBINED BALANCE SHEETS U S WEST COMMUNICATIONS GROUP
(UNAUDITED)
June 30, December 31,
In millions 1996 1995
- ------------------------------------- ---------------------------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $55 $172
Accounts and notes receivable 1,567 1,617
Inventories and supplies 198 193
Deferred tax asset 221 259
Prepaid and other 83 51
---------------------------
Total current assets 2,124 2,292
---------------------------
Property, plant and equipment - net 13,728 13,529
Other assets 870 764
---------------------------
Total assets $16,722 $16,585
===========================
LIABILITIES AND EQUITY
Current liabilities:
Short-term debt $1,160 $1,065
Accounts payable 675 851
Dividends payable 256 254
Other 1,433 1,437
---------------------------
Total current liabilities 3,524 3,607
---------------------------
Long-term debt 5,671 5,689
Postretirement and other postemployment
benefit obligations 2,328 2,351
Deferred taxes, credits and other 1,464 1,462
Communications Group equity 3,735 3,476
---------------------------
Total liabilities and equity $16,722 $16,585
===========================
</TABLE>
<PAGE>
EXHIBIT 99A.5
<TABLE>
<CAPTION>
COMBINED STATEMENTS OF U S WEST COMMUNICATIONS GROUP
CASH FLOWS (UNAUDITED)
Six Months Ended
June 30,
In millions 1996 1995
- --------------------------------------------------------------------
<S> <C> <C>
OPERATING ACTIVITIES
Net income $652 $608
Adjustments to net income:
Depreciation and amortization 1,035 1,001
Gains on sales of rural telephone exchanges (49) (78)
Cumulative effect of change in accounting
principle (34) -
Deferred income taxes and amortization
of investment tax credits (3) 58
Changes in operating assets and liabilities:
Restructuring payments (74) (172)
Postretirement medical and life costs,
net of cash fundings (30) (211)
Accounts and notes receivable 57 (108)
Inventories, supplies and other (35) (52)
Accounts payable and accrued liabilities (62) 29
Other - net (43) (23)
- --------------------------------------------------------------------
Cash provided by operating activities 1,414 1,052
- --------------------------------------------------------------------
INVESTING ACTIVITIES
Expenditures for property, plant and equipment (1,266) (1,093)
Proceeds from sales of rural telephone
exchanges 111 114
Proceeds from (payments on) disposals of
property, plant and equipment 8 (2)
- --------------------------------------------------------------------
Cash (used for) investing activities (1,147) (981)
- --------------------------------------------------------------------
FINANCING ACTIVITIES
Net proceeds from issuance of short-term debt 260 589
Repayments of long-term debt (253) (139)
Dividends paid on common stock (467) (462)
Proceeds from issuance of common stock 76 -
Advance to Media Group - (132)
- --------------------------------------------------------------------
Cash (used for) financing activities (384) (144)
- --------------------------------------------------------------------
CASH AND CASH EQUIVALENTS
Decrease (117) (73)
Beginning balance 172 116
- --------------------------------------------------------------------
Ending balance $55 $43
====================================================================
</TABLE>
<PAGE>
EXHIBIT 99A.6
<TABLE>
<CAPTION>
STATEMENTS OF INCOME U S West Communications, Inc.
(UNAUDITED) (Telephone Operations Only)
Quarter Ended Six Months Ended
June 30, % June 30, %
In millions 1996 1995 Change 1996 1995 Change
- ----------------------------- ------- -------------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
OPERATING REVENUES
Local service $1,179 $1,076 9.6 $2,324 $2,126 9.3
Interstate access 626 591 5.9 1,248 1,180 5.8
Intrastate access 189 184 2.7 379 372 1.9
Long-distance network 278 294 (5.4) 568 593 (4.2)
Other services 168 153 9.8 329 304 8.2
---------------- ----------------
Total operating revenue 2,440 2,298 6.2 4,848 4,575 6.0
---------------- ----------------
OPERATING EXPENSES
Employee-related*<F1> 864 767 12.6 1,677 1,497 12.0
Other operating* 373 365 2.2 762 756 0.8
Taxes other than
income taxes 97 104 (6.7) 192 207 (7.2)
Depreciation & amort. 513 498 3.0 1,024 992 3.2
---------------- ----------------
Total operating
expenses 1,847 1,734 6.5 3,655 3,452 5.9
---------------- ----------------
Income from operations 593 564 5.1 1,193 1,123 6.2
Interest expense 101 95 6.3 204 186 9.7
Gains on sales of rural
telephone exchanges 49 15 - 49 78 (37.2)
Other income
(expense) - net 2 (20) - (15) (33) (54.5)
---------------- ----------------
Income before income
taxes and cumulative
effect of change in
accounting principle 543 464 17.0 1,023 982 4.2
Income tax provision 208 175 18.9 391 370 5.7
---------------- ----------------
Income before cumulative
effect of change in
accounting principle 335 289 15.9 632 612 3.3
Cumulative effect of
change in accounting
principle - net of tax - - - 34 - -
---------------- ----------------
NET INCOME $335 $289 15.9 $666 $612 8.8
================ ================
<FN>
<F1>
*1996 employee-related expenses include the impacts of employee
transfers from affiliated Communications Group companies to
U S WEST Communications, Inc. (USWC) during 1995. Prior to the
transfers, these affiliate employee costs were billed to USWC and
reflected as affiliate expense, which is included in other
operating expenses.
</FN>
</TABLE>
EXHIBIT 99B
U S WEST Media Group
Release Date: July 26, 1996
Contact: Bruce Amundson Cathy Fowler
(303) 793-6296 (303) 793-6509
MEDIA GROUP REPORTS RECORD SECOND QUARTER GROWTH;
OPERATING CASH FLOW INCREASES 24 PERCENT
ENGLEWOOD, Colo. - Industry-leading performances by its cable, wireless and
directory operations pushed U S WEST Media Group (NYSE:UMG) proportionate
second quarter results to record levels.
For the quarter ending June 30, Media Group reported on a proportionate basis:
- - A 24 percent increase in operating cash flow compared with the second
quarter last year. For the quarter, Media Group reported operating cash flow
of $353 million. Operating cash flow - which represents earnings before
interest, taxes, depreciation and amortization (EBITDA) - is an important
measure of operating performance.
- - A 17 percent increase in revenue. During the quarter, Media Group
generated $1.5 billion in revenue.
- - A 27 percent increase in customers worldwide. Media Group now serves
more than 6 million customers.
Because Media Group participates in numerous joint ventures, the company uses
proportionate accounting to reflect its relative share of operating revenues
and expenses associated with these operations.
"Media Group continues to deliver exceptional performance," said Richard
McCormick, U S WEST chairman and chief executive officer. "These businesses
lead the industry in many key measures of performance including customer,
revenue and operating cash flow growth."
Chuck Lillis, U S WEST Media Group president and chief executive officer, said
Media Group's second quarter performance builds on the momentum the company
developed in the first quarter.
"The first six months of 1996 represent a very strong start for Media Group,"
Lillis said. "This quarter I'm especially pleased with the growth in cellular
subscribers, the operating cash flow from our domestic cable operations, and
the industry-leading revenue growth turned in by our directory business. We
think this is indicative of the results we expect in the future."
Proportionate operating highlights for the quarter by line of business
include:
- - Cable and Telephony: Subscriber growth for MediaOne, the Atlanta cable
operation, continues to exceed the industry average. MediaOne ended the
quarter with 508,000 customers, a 7.2 percent increase from the same quarter
last year. This strong subscriber growth produced revenue of $59 million, a
12 percent increase on a comparable basis to last year. Operating cash flow
was $28 million, a 16 percent increase.
Meanwhile, Media Group's investment in Time Warner Entertainment (TWE)
generated operating cash flow of $147 million, a 26 percent increase from
second quarter last year on a comparable basis. Media Group's international
properties also produced strong subscriber growth as those ventures now serve
616,000 subscribers, a 160 percent increase.
- - Wireless: The subscriber base of domestic cellular operations increased
by 47 percent on a same property basis to 1.6 million customers. This strong
subscriber growth produced $261 million in revenue for the quarter, a 36
percent increase. It also led to an operating cash flow margin of 37 percent
and improved operating cash flow by 32 percent on a same property basis.
International wireless operations also exhibited strong customer growth.
Media Group's international properties now serve 370,000 wireless customers, a
54 percent increase.
- - Directories: U S WEST Direct continues its industry-leading revenue
growth. Spurred by 9,000 new advertisers, U S WEST Direct reported revenue of
$273 million, an 8 percent increase from the same period last year.
Normalizing for a one-time $19 million after-tax charge associated with the
write-down of some small European cable properties, Media Group reported net
income of $8 million, or 1 cent per common share.
U S WEST Media Group is involved in domestic and international cable and
telephony, wireless communications, and directory and information services.
For 1995, U S WEST Media Group reported proportionate revenues of $5.1
billion. Media Group is one of two major groups that make up U S WEST, a
company in the connections business helping customers share information,
entertainment and communications services in local markets worldwide.
# # #
Some of the information presented in or in connection with this announcement
constitutes "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Although the Company believes that
its expectations are based on reasonable assumptions within the bounds of its
knowledge of its business and operations, there can be no assurance that
actual results will not differ materially from its expectations. Factors that
could cause actual results to differ from expectations include: (i) a change
in economic conditions in the various markets served by the Company's
operations that could adversely affect the level of demand for cable, wireless
or other services offered by the Company, (ii) greater than anticipated
competitive activity requiring new pricing for Company services, (iii) higher
than anticipated start-up costs associated with new business opportunities,
(iv) regulatory changes affecting the telecommunications industry, (v)
increases in fraudulent activity with respect to wireless services, or (vi)
delays in the development of anticipated technologies, or the failure of such
technologies to perform according to expectations.
<PAGE>
KEY PROPORTIONATE OPERATING HIGHLIGHTS BY LINE OF BUSINESS
(All changes are in comparison to 2Q 1995)
CABLE AND TELEPHONY
MediaOne
- - 508,000 customers, a 7.2% increase
- - Revenue of $59 million, a 12% increase on a comparable basis
- - Operating cash flow of $28 million, a 16% increase
International
- - 616,000 subscribers, 160% increase including purchases and dispositions
- - Revenue of $50 million, a 92% increase
- - Operating cash flow loss of $11 million, a 15% improvement
Time Warner Entertainment (TWE)
- - 9.5 million customers, a 4.9% increase (normalized for 1995
transactions)
- - Revenue of $665 million, a 9% increase
- - Operating cash flow of $147 million, a 26% increase (normalized for 1995
transactions)
WIRELESS
Domestic
- - 1.6 million customers, a 47% increase
(on a same property basis)
- - Revenue of $261 million, a 36% increase
- - Operating cash flow of $86 million, a 32% increase on a same property
basis
- - Operating cash flow, as a percent of net operating revenue, of 37%
International
- - 370,000 subscribers, a 54% increase
- - Revenue of $99 million, a 52% increase
- - Operating cash flow loss of $1 million, compared to a loss of $13
million last year
<PAGE>
DIRECTORY AND INFORMATION SERVICES
U S WEST Direct
- - Revenue of $273 million, an 8% increase
- - Operating cash flow of $137 million, a 6% increase
- - Net income of $80 million, a 5% increase
International
- - Revenue of $45 million, a 50% increase
- - Operating cash flow of $4 million, compared to break-even last year
U S WEST MEDIA GROUP COMBINED GAAP RESULTS
- - Revenue of $658 million
- - Operating cash flow of $214 million
- - Net income of $8 million *
- - Earnings per common share of 1 cent *
* Normalized to exclude the effects of a one-time after-tax charge of $19
million associated with the write-down of some small European cable
properties.
<PAGE>
EXHIBIT 99B.1
<TABLE>
<CAPTION>
COMBINED STATEMENTS OF INCOME U S WEST MEDIA GROUP
(UNAUDITED)
Quarter Ended Six Months Ended
June 30, % June 30, %
In millions 1996 1995 Change 1996 1995 Change
- ----------------------------- ------ -------------- ------ -------
<S> <C> <C> <C> <C> <C> <C>
SALES AND OTHER REVENUES
Directory $304 $292 4.1 $592 $564 5.0
Wireless 290 228 27.2 554 430 28.8
Cable 59 55 7.3 116 109 6.4
Other 5 10 (50.0) 9 18 (50.0)
---------------- ----------------
Total revenues $658 $585 12.5 $1,271 $1,121 13.4
---------------- ----------------
EXPENSES
Costs of sales and
other revenues 206 183 12.6 405 346 17.1
Selling, general and
administrative 238 233 2.1 456 430 6.0
Depreciation & amort. 70 60 16.7 137 121 13.2
---------------- ----------------
Total 514 476 8.0 998 897 11.3
---------------- ----------------
Income from
operations 144 109 32.1 273 224 21.9
Interest expense 26 33 (21.2) 50 60 (16.7)
Equity losses in
unconsol. ventures 77 33 - 143 90 58.9
Guaranteed minority
interest expense 12 - - 24 - -
Other income
(expense) - net (27) 11 - (34) 18 -
---------------- ----------------
Income before income
taxes 2 54 (96.3) 22 92 (76.1)
Income tax provision 13 29 (55.2) 30 52 (42.3)
---------------- ----------------
NET INCOME/(LOSS) (11) 25 - (8) 40 -
Preferred dividends 1 1 - 2 2 -
---------------- ----------------
EARNINGS AVAILABLE FOR
COMMON STOCK ($12) $24 - ($10) $38 -
================ ================
<PAGE>
EXHIBIT 99B.1 (cont'd.)
</TABLE>
<TABLE>
<CAPTION>
COMBINED STATEMENTS OF INCOME U S WEST MEDIA GROUP
(UNAUDITED)
Quarter Ended Six Months Ended
In millions, except June 30, % June 30, %
per share amounts 1996 1995 Change 1996 1995 Change
- ------------------------------ ------- -------------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Average common
shares outstanding(#1) 473.6 470.4 0.7 473.3 469.5 0.8
================ ================
Earnings per
common share: (#1) ($0.03) $0.05 - ($0.02) $0.08 -
================ ================
<FN>
<F1>
#1: Effective November 1, 1995, each share of U S WEST, Inc.
common stock was converted into one share each of U S WEST
Communications Group common stock and U S WEST Media Group
common stock. Earnings per common share for 1995 have been
presented on a pro forma basis to reflect the two classes of
stock as if they were outstanding since January 1, 1995. For
periods prior to the recapitalization, the average common shares
outstanding are assumed to be equal to the average common shares
outstanding for U S WEST, Inc.
</FN>
</TABLE>
<PAGE>
EXHIBIT 99B.2
<TABLE>
<CAPTION>
SELECTED COMBINED GROUP DATA (UNAUDITED) U S WEST MEDIA GROUP
Dollars in Quarter Ended Six Months Ended
millions, statistics June 30, % June 30, %
in thousands 1996 1995 Change 1996 1995 Change
- -------------------------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
REVENUES
U S WEST Direct $273 $254 7.5 $538 $504 6.7
Other directories 31 38 (18.4) 54 60 (10.0)
MediaOne 59 55 7.3 116 109 6.4
NewVector:
Service 267 207 29.0 506 393 28.8
Equipment 23 21 9.5 48 37 29.7
---------------- -----------------
Total NewVector 290 228 27.2 554 430 28.8
Other 5 10 (50.0) 9 18 (50.0)
---------------- -----------------
Total revenues $658 $585 12.5 $1,271 $1,121 13.4
EBITDA (#1)<F1>
U S WEST Direct $137 $129 6.2 $269 $256 5.1
Other directories (14) (27) 48.1 (33) (47) 29.8
MediaOne 28 24 16.7 55 48 14.6
NewVector 96 72 33.3 180 132 36.4
Other (33) (29) (13.8) (61) (44) (38.6)
---------------- -----------------
Total EBITDA $214 $169 26.6 $410 $345 18.8
Other Data:
U S WEST Direct
(Yellow Pages)
Net Income $80 $76 5.3 $158 $150 5.3
Advertisers 481 472 1.9 481 472 1.9
MediaOne
(Atlanta Cable)
Basic subscribers:
FCC equivalents 508 474 7.2 508 474 7.2
Served 547 509 7.5 547 509 7.5
Homes passed 862 832 3.6 862 832 3.6
U S WEST NewVector
(Wireless)
Subscribers
(consolidated) 1,701 1,165 46.0 1,701 1,165 46.0
Proportionate POPs
managed (millions) 20.0 18.7 7.0 20.0 18.7 7.0
<FN>
<F1>
# 1: Earnings before interest, taxes, depreciation, amortization
and other (EBITDA). EBITDA also excludes equity losses and
guaranteed minority interest expense.
<F2>
Note: Certain reclassifications have been made to conform to the
current year presentation.
</FN>
</TABLE>
<PAGE>
EXHIBIT 99B.3
<TABLE>
<CAPTION>
COMBINED BALANCE SHEETS U S WEST MEDIA GROUP
(UNAUDITED)
June 30, December 31,
In millions 1996 1995
- --------------------------------------- --------------------------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $72 $20
Accounts and notes receivable 317 287
Deferred directory costs 254 247
Other assets 174 187
--------------------------
Total current assets 817 741
--------------------------
Property, plant and equipment - net 1,261 1,148
Investment in Time Warner Entertainment 2,497 2,483
Intangible assets - net 1,761 1,798
Investment in international ventures 1,365 1,511
Net investment in assets held for sale 407 429
Other assets 574 505
--------------------------
Total assets $8,682 $8,615
==========================
LIABILITIES AND EQUITY
Current liabilities:
Short-term debt $575 $836
Accounts payable 181 235
Deferred revenue and customer deposits 86 87
Other payables 419 411
--------------------------
Total current liabilities 1,261 1,569
--------------------------
Long-term debt 1,689 1,265
Deferred taxes, credits and other 599 658
Company-obligated mandatorily
redeemable preferred securities of
subsidiary trust holding solely Company-
guaranteed debentures 600 600
Preferred stock subject to
mandatory redemption 51 51
Media Group equity 4,591 4,599
Company LESOP guarantee (109) (127)
--------------------------
Total equity 4,482 4,472
--------------------------
Total liabilities and equity $8,682 $8,615
==========================
</TABLE>
<PAGE>
EXHIBIT 99B.4
<TABLE>
<CAPTION>
COMBINED STATEMENTS OF U S WEST MEDIA GROUP
CASH FLOWS (UNAUDITED)
Six Months Ended
June 30,
In millions 1996 1995
- --------------------------------------------------------------------
<S> <C> <C>
OPERATING ACTIVITIES
Net income (loss) ($8) $40
Adjustments to net income (loss):
Depreciation and amortization 137 121
Equity losses in unconsolidated ventures 143 90
Deferred income taxes (47) 5
Provision for uncollectibles 30 25
Changes in operating assets and liabilities:
Restructuring payments (8) (8)
Accounts and notes receivable (48) (44)
Deferred directory costs, prepaid and other (10) (16)
Accounts payable and accrued liabilities (11) 47
Other - net 24 58
- --------------------------------------------------------------------
Cash provided by operating activities 202 318
- --------------------------------------------------------------------
INVESTING ACTIVITIES
Expenditures for property, plant and equipment (243) (172)
Investment in international ventures (139) (291)
Investment in PCS (74) (254)
Cash (to) from investment in assets held for sale 93 (37)
Other - net - (27)
- --------------------------------------------------------------------
Cash (used for) investing activities (363) (781)
- --------------------------------------------------------------------
FINANCING ACTIVITIES
Net proceeds from issuances of short-term debt 80 514
Repayments of long-term debt (223) (251)
Proceeds from issuance of long-term debt 330 -
Proceeds from issuance of common stock 28 21
Preferred dividends paid (2) (2)
Advance from Communications Group - 132
- --------------------------------------------------------------------
Cash provided by financing activities 213 414
- --------------------------------------------------------------------
CASH AND CASH EQUIVALENTS
Increase (Decrease) 52 (49)
Beginning balance 20 93
- --------------------------------------------------------------------
Ending balance $72 $44
====================================================================
<FN>
<F1>
Note: Certain reclassifications within the financial statements have
been made to conform to the current year presentation.
</FN>
</TABLE>
<PAGE>
EXHIBIT 99B.5
<TABLE>
<CAPTION>
SELECTED PROPORTIONATE DATA (UNAUDITED) (1) U S WEST MEDIA GROUP
Cable and
Telecommunications Wireless
Dollars in millions Domestic (2) Int'l Domestic Int'l
- ---------------------------------------------------------------------
<S> <C> <C> <C> <C>
QTR Ended
June 30, 1996
Revenues $724 $50 $261 $99
EBITDA 175 (11) 78 (1)
Net income (loss) (5) (69) 25 (18)
Subscribers/advertisers 2,944 616 1,557 370
(thousands)
QTR Ended
June 30, 1995
Revenues $665 $26 $192 $65
EBITDA 151 (13) 61 (13)
Net income (loss) (10) (2) 17 (32)
Subscribers/advertisers
(thousands) 2,808 237 988 241
Six Months Ended
June 30, 1996
Revenues $1,415 $100 $501 $187
EBITDA 340 (20) 147 -
Net income (loss) (8) (106) 42 (42)
Six Months Ended
June 30, 1995
Revenues $1,241 $50 $359 $125
EBITDA 275 (24) 112 (25)
Net income (loss) (28) (13) 32 (60)
<FN>
<F1>
(1) Proportionate data reflects the Media Group's relative
ownership interest in revenues and EBITDA for both its
consolidated and equity method entities. Proportionate data is
not required by GAAP or intended to replace the Combined Financial
Statements prepared in accordance with GAAP.
<F2>
(2) Includes the Media Group's 25.51 percent pro-rata priority
and residual equity interests in reported TWE results.
</FN>
</TABLE>
<PAGE> 2
EXHIBIT 99B.5
<TABLE>
<CAPTION>
SELECTED PROPORTIONATE DATA (UNAUDITED) (1) U S WEST MEDIA GROUP
Directory & Corp
Information Services &
Dollars in millions Domestic Int'l Other Total
- --------------------------------------------------------------------
<S> <C> <C> <C> <C>
QTR Ended
June 30, 1996
Revenues $279 $45 $3 $1,461
EBITDA 124 4 (16) 353
Net income (loss) 68 (5) (7) (11)
Subscribers/advertisers 481 274 - 6,242
(thousands)
QTR Ended
June 30, 1995
Revenues $262 $30 $8 $1,248
EBITDA 101 - (2) 285
Net income (loss) 59 (1) (6) 25
Subscribers/advertisers
(thousands) 472 161 - 4,907
Six Months Ended
June 30, 1996
Revenues $550 $77 $6 $2,836
EBITDA 241 - (25) 683
Net income (loss) 134 (12) (16) (8)
Six Months Ended
June 30, 1995
Revenues $520 $44 $16 $2,355
EBITDA 210 (4) 4 548
Net income (loss) 121 (5) (7) 40
<FN>
<F1>
(1) Proportionate data reflects the Media Group's relative
ownership interest in revenues and EBITDA for both its
consolidated and equity method entities. Proportionate data is
not required by GAAP or intended to replace the Combined Financial
Statements prepared in accordance with GAAP.
</FN>
</TABLE>
<PAGE>
EXHIBIT 99C.1
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENTS OF U S WEST, Inc.
INCOME (UNAUDITED)
Quarter Ended Six Months Ended
June 30, % June 30, %
In millions 1996 1995 Change 1996 1995 Change
- ----------------------------- ------- -------------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
SALES & OTHER
REVENUES $3,124 $2,894 7.9 6,174 $5,722 7.9
OPERATING EXPENSES
Employee-related 1,098 997 10.1 2,141 1,975 8.4
Other operating 609 559 8.9 1,200 1,069 12.3
Taxes other than
income taxes 111 113 (1.8) 218 227 (4.0)
Depreciation & amort. 588 562 4.6 1,172 1,122 4.5
---------------- ----------------
Total operating
expenses 2,406 2,231 7.8 4,731 4,393 7.7
---------------- ----------------
Income from operations 718 663 8.3 1,443 1,329 8.6
Interest expense 136 139 (2.2) 271 267 1.5
Equity losses in
unconsol. ventures 77 33 - 143 90 58.9
Gains on sales of rural
telephone exchanges 49 15 - 49 78 (37.2)
Guaranteed minority
interest expense 12 - - 24 - -
Other income
(expense) - net (23) 8 - (46) 2 -
---------------- ----------------
Income before income
taxes and cumulative
effect of change in
accounting principle 519 514 1.0 1,008 1,052 (4.2)
Income tax provision 206 196 5.1 398 404 (1.5)
---------------- ----------------
Income before
cumulative effect of
change in accounting
principle 313 318 (1.6) 610 648 (5.9)
Cumulative effect of
change in accounting
principle -
net of tax - - - 34 - -
---------------- ----------------
NET INCOME 313 318 644 648
Preferred dividends 1 1 - 2 2 -
---------------- ----------------
EARNINGS AVAILABLE FOR
COMMON STOCK $312 $317 (1.6) $642 $646 (0.6)
================ ================
</TABLE>
<PAGE> 2
EXHIBIT 99C.1 (cont'd.)
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENTS OF U S WEST, Inc.
INCOME (UNAUDITED)
Quarter Ended Six Months Ended
In millions, except June 30, % June 30, %
per share amounts 1996 1995 Change 1996 1995 Change
- ----------------------------- ------- -------------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
COMMUNICATIONS GROUP:
Average common shares
outstanding (#1)<F1> 476.8 470.4 1.4 475.9 469.5 1.4
================ ================
Earnings per common
share: (#1)<F1>
Income before cumulative
effect of change in
accounting principle $0.68 $0.62 9.7 $1.30 $1.29 0.8
Cumulative effect of
change in accounting
principle - - - 0.07 - -
---------------- ----------------
Earnings per
common share $0.68 $0.62 9.7 $1.37 $1.29 6.2
================ ================
MEDIA GROUP:
Average common shares
outstanding (#1)<F1> 473.6 470.4 0.7 473.3 469.5 0.8
================ ================
Earnings per
common share: (#1)<F1> ($0.03) $0.05 - ($0.02) $0.08 -
================ ================
<FN>
<F1>
#1 Effective November 1, 1995, each share of U S WEST, Inc.
common stock was converted into one share each of U S WEST Communi-
cations Group common stock and U S WEST Media Group common stock.
Earnings per common share for 1995 have been presented on a pro
forma basis to reflect the two classes of stock as if they were
outstanding since January 1, 1995. For periods prior to the
recapitalization, the average common shares outstanding
are assumed to be equal to the average common shares outstanding
for U S WEST, Inc.
</FN>
</TABLE>
<PAGE> 3
EXHIBIT 99C.1 (cont'd.)
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENTS OF U S WEST, Inc.
INCOME (UNAUDITED)
Dollars in millions, Quarter Ended Six Months Ended
except per share June 30, % June 30, %
amounts 1996 1995 Change 1996 1995 Change
- ----------------------------- ------- -------------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
U S WEST, Inc.
Average common shares
outstanding (#1)<F2> - 470.4 - - 469.5 -
=============== ================
Earnings per common
share (#1)<F2> - $0.67 - - $1.37 -
=============== ================
SELECTED CONSOLIDATED DATA
Capital
expenditures $758 $744 1.9 $1,561 $1,365 14.4
Debt-to-capital
ratio (#2)<F3> 50.6% 50.7%# - 50.6% 50.7%# -
Employees 61,399 61,448 (0.1) 61,399 61,448 (0.1)
EBITDA $1,306 $1,225 6.6 $2,615 $2,451 6.7
EBITDA margin 41.8% 42.3% - 42.4% 42.8% -
<FN>
<F1>
# As of December 31, 1995.
<F2>
#1 Effective November 1, 1995, each share of U S WEST, Inc.
common stock was converted into one share each of U S WEST Communi-
cations Group common stock and U S WEST Media Group common stock.
<F3>
#2 Ratio includes preferred securities as a component of
total capital. Including debt related to the net investment in
assets held for sale, the 1996 and 1995 ratios are 52.4% and
52.9%, respectively.
</FN>
</TABLE>
<PAGE>
EXHIBIT 99C.2
<TABLE>
<CAPTION>
CONSOLIDATED BALANCE SHEETS U S WEST, Inc.
(UNAUDITED)
June 30, December 31,
In millions 1996 1995
- --------------------------------------- -------------------------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $127 $192
Accounts and notes receivable 1,872 1,886
Inventories and supplies 220 227
Deferred tax asset 241 282
Prepaid and other 375 322
-------------------------
Total current assets 2,835 2,909
-------------------------
Property, plant and equipment - net 14,989 14,677
Investment in Time Warner Entertainment 2,497 2,483
Intangible assets - net 1,761 1,798
Investment in international ventures 1,365 1,511
Net investment in assets held for sale 407 429
Prepaid and other assets 1,435 1,264
-------------------------
Total assets $25,289 $25,071
=========================
LIABILITIES AND SHAREOWNERS' EQUITY
Current liabilities:
Short-term debt $1,735 $1,901
Accounts payable 760 975
Dividends payable 256 254
Other payables 1,928 1,922
-------------------------
Total current liabilities 4,679 5,052
-------------------------
Long-term debt 7,360 6,954
Postretirement and other postemployment
benefit obligations 2,414 2,433
Deferred taxes, credits and other 1,968 2,033
Company-obligated mandatorily
redeemable preferred securities of
subsidiary trust holding solely Company-
guaranteed debentures 600 600
Preferred stock subject to
mandatory redemption 51 51
Common shareowners' equity:
Common shares 8,373 8,228
Cumulative deficit (9) (115)
LESOP guarantee (109) (127)
Foreign currency translation adjustments (38) (38)
-------------------------
Total common shareowners' equity 8,217 7,948
-------------------------
Total liabilities & shareowners' equity $25,289 $25,071
=========================
</TABLE>
<PAGE>
EXHIBIT 99C.3
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENTS OF U S WEST, Inc.
CASH FLOWS (UNAUDITED) Six Months Ended
June 30,
In millions 1996 1995
- --------------------------------------------------------------------
<S> <C> <C>
OPERATING ACTIVITIES
Net income $644 $648
Adjustments to net income:
Depreciation and amortization 1,172 1,122
Equity losses in unconsolidated ventures 143 90
Gains on sales of rural telephone exchanges (49) (78)
Cumulative effect of change in accounting
principle (34) -
Deferred income taxes and amortization
of investment tax credits (50) 63
Changes in operating assets and liabilities:
Restructuring payments (82) (180)
Postretirement medical and life costs,
net of cash fundings (24) (144)
Accounts and notes receivable 21 (127)
Inventories, supplies and other (45) (68)
Accounts payable and accrued liabilities (55) 76
Other - net (25) 29
- --------------------------------------------------------------------
Cash provided by operating activities 1,616 1,431
- --------------------------------------------------------------------
INVESTING ACTIVITIES
Expenditures for property, plant and equipment (1,509) (1,265)
Investment in international ventures (139) (291)
Proceeds from disposals of property,
plant and equipment 119 112
Cash (to) from net investment in assets
held for sale 93 (37)
Other - net (74) (281)
- --------------------------------------------------------------------
Cash (used for) investing activities (1,510) (1,762)
- --------------------------------------------------------------------
FINANCING ACTIVITIES
Net proceeds from issuance of short-term debt 340 1,103
Proceeds from issuance of long-term debt 330 -
Repayments of long-term debt (476) (390)
Dividends paid on common and preferred stock (469) (464)
Proceeds from issuance of common stock 104 23
Purchases of treasury stock - (63)
- --------------------------------------------------------------------
Cash (used for) provided by financing activities (171) 209
- --------------------------------------------------------------------
CASH AND CASH EQUIVALENTS
Decrease (65) (122)
Beginning balance 192 209
- --------------------------------------------------------------------
Ending balance $127 $87
====================================================================
<FN>
<F1>
Note: Certain reclassifications within the financial statements have
been made to conform to the current year presentation.
</FN>
</TABLE>
[ARTICLE] 5
[CIK] 0000732718
[NAME] U S WEST, INC.
[MULTIPLIER] 1,000,000
<TABLE>
<S> <C> <C>
[PERIOD-TYPE] 3-MOS 6-MOS
[FISCAL-YEAR-END] DEC-31-1996 DEC-31-1996
[PERIOD-END] JUN-30-1996 JUN-30-1996
[CASH] 127 127
[SECURITIES] 0 0
[RECEIVABLES] 1,872 1,872
[ALLOWANCES] 0 0
[INVENTORY] 220 220
[CURRENT-ASSETS] 2,835 2,835
[PP&E] 33,623 33,623
[DEPRECIATION] 18,634 18,634
[TOTAL-ASSETS] 25,289 25,289
[CURRENT-LIABILITIES] 4,679 4,679
[BONDS] 7,360 7,360
[PREFERRED-MANDATORY] 651 651
[PREFERRED] 0 0
[COMMON] 8,373 8,373
[OTHER-SE] (156) (156)
[TOTAL-LIABILITY-AND-EQUITY] 25,289 25,289
[SALES] 3,124 6,174
[TOTAL-REVENUES] 3,124 6,174
[CGS] 0 0
[TOTAL-COSTS] 0 0
[OTHER-EXPENSES] 2,406 4,731
[LOSS-PROVISION] 0 0
[INTEREST-EXPENSE] 136 271
[INCOME-PRETAX] 519 1,008
[INCOME-TAX] 206 398
[INCOME-CONTINUING] 313 610
[DISCONTINUED] 0 0
[EXTRAORDINARY] 0 0
[CHANGES] 0 34
[NET-INCOME] 313 644
[EPS-PRIMARY] .68 1.37
[EPS-DILUTED] .68 1.37
</TABLE>
