MCI COMMUNICATIONS CORP
8-K, 1997-07-14
TELEPHONE COMMUNICATIONS (NO RADIOTELEPHONE)
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                       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 11, 1997 
                                                       (July 10, 1997)

                         MCI COMMUNICATIONS CORPORATION
            ----------------------------------------------------
           (Exact name of registrant as specified in its charter)


        Delaware                    0-6457            52-0886267
     --------------           ----------------       -------------
     (State or other             (Commission         (IRS Employer
     jurisdiction of             File Number)        Identification No.)
     incorporation)



           1801 Pennsylvania Avenue, N.W., Washington, D.C. 20006
           ------------------------------------------------------
                  (Address of Principal Executive Offices)

     Registrant's telephone number, including area code (202) 872-1600.




















<PAGE>



                             PAGE 2


Item 5. Other Events.


         On July 10, 1997, MCI announced that anti-competitive tactics practiced
by the local phone  monopolies are preventing MCI from fully executing its local
strategy.  As a result,  MCI faces higher than expected costs to enter the local
market.  MCI  estimates  that local  market  losses  for 1997  could  reach $800
million.  The bulk of the losses will occur in the second half of 1997. MCI said
that 1998 losses in its local business could exceed the levels incurred in 1997.
As a result of these  developments,  MCI expects  earnings for the  remainder of
1997 and 1998 to be lower than current market expectations.


         MCI also  announced  that it is  exploring a series of steps to improve
financial performance.  While these decisions have not been finalized, if taken,
they could result in material charges to MCI's 1997 results of operations.


Forward-looking Statements May Prove Inaccurate

               MCI has made certain  forward-looking  statements in this Current
Report on Form 8-K that are subject to risks and uncertainties.  Forward-looking
statements  include  information  concerning  the  possible  future  results  of
operations  of  the  company,  its  long-distance   telecommunication   services
business, its investments in ventures and developing markets ("VDM") businesses,
the  possible  future  results of  operations  of the  company  and  Concert plc
("Concert")  after  the  merger  (the  "Merger")  of MCI with and into  Tadworth
Corporation,  a wholly-owned  subsidiary of British  Telecommunications plc, and
statements  of  information  preceded by,  followed by or that include the words
"estimates",  "expects",  or  similar  expressions.  For those  statements,  the
company  claims the  protection of safe-harbor  for  forward-looking  statements
contained in the Private Securities Litigation Reform Act of 1995. The reader is
cautioned that important  factors such as the following  could affect the future
results of the company,  its long  distance  telecommunication  services and VDM
businesses  and the company  and Concert  after the Merger and could cause those
results  to  differ  materially  from  those  expressed  in the  forward-looking
statements:  material adverse changes in the economic  conditions in the markets
served by the company and Concert;  a significant  delay in the expected closing
of the Merger;  future regulatory  actions and conditions in MCI's and Concert's
operating areas, including the ability of the company to obtain local facilities
at competitive  rates; and competition from others in the U.S. and international
long-distance  markets,  including  the entry of the RBOC's and other  companies
into the long-distance markets in the U.S.





<PAGE>


                                     PAGE 3


                                   SIGNATURES


     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.




                                   MCI COMMUNICATIONS CORPORATION

                                    /s/ C. Bolton-Smith, Jr.
                                   ------------------------------
                                    C. Bolton-Smith, Jr.
                                    Secretary

Date: July 11, 1997








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