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<PAGE> This Supplement is filed pursuant to Rule 424(b)(3) and relates to Registration Statement on Form S- 3 (File No. 333-40037) e.spire COMMUNICATIONS, INC. ( F/K/A AMERICAN COMMUNICATIONS SERVICES INC.) Supplement No. 1 To Prospectus Dated December 15, 1997 Selling Stockholders Prime II Management, L.P. has been replaced as a Selling Stockholder by Prime II Investments, L.P. The date of this Supplement is February 19, 1999
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