E SPIRE COMMUNICATIONS INC
8-K, 1999-11-02
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): November 1, 1999
                          e.spire Communications, Inc.
             (Exact name of registrant as specified in its charter)


State of Delaware                   0-25314                   52-1947746
(State or other jurisdiction of     (Commission               (I.R.S. Employer
incorporation or organization)      File No.)                Identification No.)

133 National Business Parkway, Suite 200
Annapolis Junction, Maryland                                  20701
(Address of Principal Executive                              (Zip Code)
Offices)

(301) 361-4200
(Registrant's telephone number,
including area code)



<PAGE>



Item 5. Other Events


On November 1, 1999, e.spire Communications, Inc. issued a press release
announcing that William R. Huff and Frederick Galland have been named to its
Board of Directors. e.spire also announced that Olivier L. Trouveroy and
Benjamin P. Giess have resigned from e.spire's Board, effective
October 29, 1999.


Item 7.           Financial Statements and Exhibits.

 (c)    Exhibits


 Exhibit Number                                                Reference

 (99)    Additional Exhibits

        Press Release dated November 1, 1999                  Exhibit 99.1





                                   SIGNATURES

         Pursuant to the  requirements  of the  Securities  and  Exchange Act of
1934,  the  registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.


                                                    e.spire Communications, Inc.
                                       By:


Date:  November 2, 1999              /s/ Riley M. Murphy
                                     -------------------
                                     Riley M. Murphy, Executive Vice President
                                     Legal and Regulatory Affairs and Secretary





<PAGE>


Exhibit 99.1

          e.spire NAMES WILLIAM R. HUFF AND FREDERICK GALLAND AS DIRECTORS

                           Two Directors Resign Posts

ANNAPOLIS JUNCTION, MD, NOVEMBER 1, 1999--e.spire Communications, Inc.
(Nasdaq: ESPI) today announced that William R. Huff and Frederick Galland
have been named to its Board of Directors.

Mr. Huff founded and controls The Huff Alternative Income Fund, L.P.
(the "Huff Fund"), e.spire's largest shareholder.  In addition, he controls
W.R. Huff Asset Management Co., L.L.C., an investment management firm,
which he founded in 1984.

"I am excited to serve as an active member of e.spire's Board, and look forward
to the opportunity to improve shareholder value," said Mr. Huff.
"We are strongly committed to providing e.spire with whatever resources it
needs, financial or otherwise, to succeed.  As e.spire's largest shareholder we
look forward to seeing e.spire take advantage of available opportunities and
achieve the next level of success."

Mr. Galland previously served on e.spire's Board from November 1995
until February 1996.  From 1981 to 1988, Mr. Galland served as
Chief Executive Officer and Chairman of Fundsnet, Inc., a publicly traded
provider of electronic funds transfer.  He also served on the boards of
Graphic Scanning Corp. (1975 - 1984); Digital Paging Systems, Inc.(1973 - 1980);
Graphnet Systems, Inc. (1978 - 1981) and Cellular Systems, Inc. (1982 - 1984).
Mr. Galland was Chief Executive Officer and sole stockholder of the
In-Health Group, Inc. aka The Pro Care Group from 1990 to 1995, and a
founding partner in an entity involved in wireless interactive television
services.

e.spire also  announced  that Olivier L.  Trouveroy  and Benjamin P. Giess,  who
became  directors in June 1995,  have resigned from e.spire's  Board,  effective
October 29, 1999.

e.spire Communications,  Inc. is a leading integrated  communications  provider,
offering  traditional  local and long distance,  Internet access and Web-hosting
services, and advanced data solutions, such as ATM and frame relay. In addition,
e.spire's subsidiary,  ACSI Network Technologies,  Inc., provides third parties,
including other communications concerns,  municipalities and corporations,  with
turnkey fiber-optic design,  construction and project management expertise.  For
more information on e.spire, contact http://www.espire.net.




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