SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report                      August 10, 1999
(Date of earliest event reported)  (August 10, 1999)

CTC COMMUNICATIONS CORP.
(Exact name of registrant as specified in its charter)
          Massachusetts                0-13627         04-2731202
       (State or other jurisdiction (Commission         (IRS Employer
         of incorporation)          File Number)    Identification No.)

          220 Bear Hill Rd., Waltham, Massachusetts         02451
        (Address of principal executive offices)          (Zip Code)

                               (781) 466-8080
 (Registrant's telephone number including area code)

 (Former name or former address if changed since last
report)



Item 5.  Other Events

On August 10, 1999, the Registrant issued the following press release:

"CTC Communications Corp. Underwriters Exercise Over-Allotment Option

WALTHAM, Mass.--August 10, 1999--CTC Communications Corp. (NASDAQ NNM:CPTL)
announced today that in connection with its recently completed public
offering of common stock at $17.25 per share, the underwriters have exercised
their over-allotment option to purchase an additional 525,000 shares of
common stock from CTC. This will result in approximately $8.6 million of
additional net proceeds to the Company.

Lehman Brothers and Credit Suisse First Boston led the underwriting group for
the public offering.

A registration statement relating to these securities has been filed with the
Securities and Exchange Commission. This press release shall not constitute
an offer to sell nor a solicitation of an offer to buy these securities.

A copy of the final prospectus related to this offering may be obtained from
Lehman Brothers, care of Automatic Data Processing, by calling (516) 254-7106
or faxing to (516) 249-7942.

CTC is a rapidly growing provider of integrated communications solutions to
medium and larger size business customers in the Northeast U.S. It provides
an extensive array of voice and data services including local, long distance,
frame relay, Internet access and other advanced data services. The Company
markets its services through its 263 member sales and service representatives
located in 25 branch offices throughout Maine, New Hampshire, Vermont,
Massachusetts, Rhode Island, Connecticut, New York and Maryland. Company
headquarters are in Waltham, Massachusetts and CTC can be found on the
worldwide web at www.ctcnet.com.

The statements in this press release that relate to future plans, events or
performance are forward-looking statements that involve risk and
uncertainties that could cause actual results to differ materially from those
reflected in the forward-looking statements. Readers are, accordingly,
cautioned not to place undue reliance on these forward-looking statements,
which speak only as to the date hereof. Additional information about these
risks and uncertainties is set forth in the Company's most recent report on
Form 10-K. CTC undertakes no obligation to release publicly the results of
any revisions to these forward-looking statements that may be made to reflect
results, events or circumstances after the date hereof.

CONTACT: CTC Communications Corp.
John D. Pittenger, 781/466-1302
Executive Vice President and
Chief Financial Officer
www.ctcnet.com"




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.

                                  CTC COMMUNICATIONS CORP.
                                         (Registrant)
                                  By: /s/ John D. Pittenger
                                         John D. Pittenger,
                                   Executive Vice President,
                                   Finance and Administration
August 10, 1999