8-K

                       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) February 16, 1999


                        HYPERION TELECOMMUNICATIONS, INC.
               (Exact name of registrant as specified in charter)



   Delaware                             000-21605            25-1669404
   (State or other               (Commission File Number)    (IRS Employer
   jurisdiction of incorporation)                            Identification No.)




   Main at Water Street -  Coudersport, PA                   16915-1141
   (Address of principal executive offices)                  (Zip Code)




        Registrant's telephone number, including area code (814) 274-9830


















Item 5.  Other Events

         On February 16, 1999, Hyperion Telecommunications, Inc. announced the
intent to privately offer an aggregate of approximately $200 million of Senior
Subordinate Notes due 2007 (the "Senior Subordinate Notes") principally in
reliance on Rule 144A to Qualified Institutional Buyers and an aggregate of $100
million of such Notes to entities controlled by member of the immediate family
of John J. Rigas in a press release which is attached hereto as Exhibit 99.01
and incorporated by reference herein.


Item 7.  Financial Statements and Exhibits

Exhibit No.                              Description

99.01                                    Press release dated February 16, 1999


                                    SIGNATURE

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

Date:    February 18, 1999          HYPERION TELECOMMUNICATIONS, INC.
                                            (Registrant)


                                            By: /s/Timothy J. Rigas
                                            Timothy J. Rigas
                                            Vice Chairman, Treasurer and
                                            Chief Financial Officer






















                                  EXHIBIT INDEX



Exhibit No.                              Description
99.01                                    Press release dated February 16, 1999

EX-99

                                                        EXHIBIT 99.01

                                                        Contact Information:

                                                        Ed Babcock
                                                        Hyperion Communications
                                                        814-274-9830

FOR IMMEDIATE RELEASE


                HYPERION ANNOUNCES $300 MILLION PRIVATE OFFERING

- --------------------------------------------------------------------------------



Coudersport, PA - February 16, 1999. Hyperion Telecommunications, Inc.,
("Hyperion") announced today that it intends to privately offer an aggregate of
approximately $200 million of Senior Subordinated Notes due 2007 principally to
qualified institutional buyers in reliance on Rule 144A and an aggregate of $100
million of such Notes to entities controlled by members of the immediate family
of John J. Rigas.

Hyperion intends to use the net proceeds from the offering to fund its
acquisition of interests held by local partners in certain of its networks,
capital expenditures and investments in its networks, for working capital
purposes and for general corporate purposes.

The Notes will not be registered under the Securities Act of 1933 and may not be
offered or sold in the United States absent registration or an applicable
exemption from such registration. This press release shall not constitute an
offer to sell or the solicitation of an offer to buy nor shall there be any sale
of any securities referred to herein in any state in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such state.