NYNEX CORP
8-K, 1995-05-24
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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): May 12, 1995
                                
                                
                                
                                
                                
                        NYNEX CORPORATION





A Delaware       Commission File   I.R.S. Employer Identification
Corporation      Number 1-8608     No. 13-3180909





     1095 Avenue of the Americas, New York, New York  10036
                                
                 Telephone Number (212) 395-2121





<PAGE>
Form 8-K                                NYNEX CORPORATION
May 12, 1995


Item 5.   Other Events

          STATE REGULATORY MATTERS
          
          Massachusetts
          
          On May 12, 1995, the Massachusetts Department of Public
          Utilities ("MDPU") issued an order approving with some
          modifications the Alternative Regulatory Plan ("Plan")
          proposed by New England Telephone and Telegraph Company
          ("New England Telephone") to govern its Massachusetts
          intrastate operations.  The principal components of the
          Plan are as follows:
          
          (1)New England Telephone will be regulated under a
             price framework through August 2001.
          
          (2)Pricing rules will limit New England Telephone's
             ability to increase both overall average prices and
             specific rate elements for most services, including
             a ceiling on the weighted average price of all
             tariffed services based on a formula of inflation
             minus a productivity factor plus or minus exogenous
             changes that affect New England Telephone's annual
             revenues by at least $3 million. The productivity
             factor adopted by the MDPU is more stringent than
             that recommended by New England Telephone and may
             be increased if quality of service standards are
             not met.
          
          (3)There will be no restriction on New England
             Telephone's earnings.
          
          (4)Certain residence exchange rates will be capped
             through August 2001.
          
          (5)There will be an increase of $2.50 monthly in the
             credit on exchange services for Lifeline customers.
          
          (6)There will be rate reductions for switched access
             services.
          
          The MDPU found, without judging the reasonableness of
          the investments, that New England Telephone could
          proceed with its investment commitments for the public
          telecommunications network, including commencing the
          deployment of a broadband network in Massachusetts.
          
          The MDPU ordered that New England Telephone's first
          annual price cap filing be made by July 1, 1995, for
          effect September 15, 1995.  The filing must include
          explicit cost floors for each of New England
          Telephone's services.  Prices for all services must
          exceed their respective cost floors by the second
          annual price cap filing.

<PAGE>
Form 8-K                                NYNEX CORPORATION
May 12, 1995


Item 5.   Other Events (Continued)

          STATE REGULATORY MATTERS
          
          Maine
          
          On May 15, 1995, the Maine Public Utilities Commission
          ("MPUC") issued Orders in its investigation of
          alternatives to traditional rate of return regulation
          for New England Telephone and in a related earnings
          investigation.  The MPUC adopted a price cap plan for a
          five-year term, with the provision for a five-year
          extension after review by the MPUC.  There will be no
          restriction on New England Telephone's earnings.
          Overall average prices and specific rate elements for
          most services will be limited by a price cap formula of
          inflation minus a productivity factor plus or minus
          certain exogenous cost changes.  The productivity
          factor adopted by the MPUC is more stringent than that
          recommended by New England Telephone.  New England
          Telephone is to make its first annual price cap filing
          on December 1, 1996.  The MPUC also established a
          service quality index with penalties to apply if
          service quality categories are missed.  Penalties would
          take the form of customer rebates and are subject to
          annual limits of $1 million per service quality
          category and $10 million overall.
          
          In the related earnings investigation, the MPUC ordered
          that New England Telephone's revenues be reduced by
          $14.4 million annually.  The MPUC stated that New
          England Telephone may use up to $4 million of the
          reduction "to reduce rates and/or provide additional
          services or equipment to libraries and schools."  The
          MPUC also ordered a one-time customer credit of $2.8
          million.  The MPUC ordered that New England Telephone
          file tariffs by June 1, 1995 to implement the customer
          credit and $10.4 million of the overall reduction.  New
          England Telephone is to file its proposal with respect
          to providing up to $4 million to Maine libraries and
          schools by June 15, 1995.
          
<PAGE>
Form 8-K                                NYNEX CORPORATION
May 12, 1995




                           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, thereunto duly authorized.





                              NYNEX CORPORATION




                              By     Morrison DeS. Webb
                                     Morrison DeS. Webb
                                  Executive Vice President,
                                General Counsel and Secretary













May 24, 1995








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