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UNITED STATES
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) December 16, 2004
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FairPoint Communications, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 333-56365 13-3725229
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(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification
No.)
521 East Morehead Street,
Suite 250,
Charlotte, North Carolina 28202
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(Address of principal executive (Zip Code)
offices)
Registrant's telephone number, including area code (704) 344-8150
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N/A
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(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Section 8 - Other Events
Item 8.01 - Other Events
On December 16, 2004, FairPoint Communications, Inc. (the "Company") filed
a press release announcing that it had filed an amendment to its registration
statement originally filed March 25, 2004 with the Securities and Exchange
Commission. The registration statement originally applied to an initial public
offering of Income Deposit Securities representing shares of class A common
stock and senior subordinated notes. The registration statement, as amended, now
pertains to an initial public offering of the Company's common stock. A copy of
the press release is attached as Exhibit 99.1 to this Current Report on Form
8-K.
Section 9 - Financial Statements and Exhibits
Item 9.01 - Financial Statements and Exhibits
(c) Exhibits
* 99.1 Press release issued December 16, 2004 entitled "FairPoint
Communications, Inc. Files Amendment to Registration Statement for Proposed
Initial Public Offering of Common Stock."
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* Filed herewith.
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.
FAIRPOINT COMMUNICATIONS, INC.
By: /s/ Walter E. Leach, Jr.
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Name: Walter E. Leach, Jr.
Title: Executive Vice President and
Chief Financial Officer
Date: December 16, 2004