8-K

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 )					July 24, 2008
		FairPoint Communications, Inc.
(Exact name of registrant as specified in its charter)
Delaware				001-32408				13-3725229
(State or other jurisdiction of incorporation)				(Commission File Number)				(IRS Employer Identification No.)
	521 East Morehead Street, Suite 250, Charlotte, North Carolina						28202
	(Address of principal executive offices)						(Zip Code)
Registrant's telephone number, including area code						(704) 344-8150
			N/A
(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))

Item 5.02 – Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On July 24, 2008, John P. Crowley tendered his resignation as Executive Vice President and Chief Financial Officer of FairPoint Communications, Inc. (the “Company”) effective August 15, 2008.  Mr. Crowley served as the Company’s principal financial officer.

Effective August 15, 2008 and pending the completion of the Company’s search and the appointment of a successor to Mr. Crowley, Lisa R. Hood, the Company’s Senior Vice Presidentand Controller, will perform the duties of Chief Financial Officer and principal financial officer.  During this interim period Ms. Hood will also continue her duties as the Company’s Controller and principal accounting officer.

Item 8.01 – Other Events.

On July 24, 2008, the Company issued a press release entitled “FairPoint Communications Announces Management Changes”(the “Press Release”). The Press Release is being furnished by being attached hereto as Exhibit 99.1.

Item 9.01                      Financial Statements and Exhibits.

(c) Exhibits

Exhibit Number	Description
99.1	Press Release, dated July 24, 2008

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/ John P. Crowley
	Name:	John P. Crowley
	Title:	Executive Vice President and
		Chief Financial Officer

Date: July 24, 2008

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Investor Contact:	Brett Ellis (866) 377-3747 bellis@fairpoint.com
Media Contact:	Rose Cummings (704) 602-7304 rcummings@fairpoint.com

FAIRPOINT COMMUNICATIONS ANNOUNCES MANAGEMENT CHANGES

John P. Crowley Resigns to Join International Financial Firm

Lisa R. Hood Named Acting CFO

CHARLOTTE, N.C. (July 24, 2008) – FairPoint Communications, Inc. (NYSE: FRP) today announced that John Crowley, executive vice president and Chief Financial Officer (CFO), has tendered his resignation effective August 15, 2008. Lisa Hood, senior vice president and controller, has been appointed acting Chief Financial Officer. FairPoint has engaged Russell Reynolds Associates to assist in the search for a new Chief Financial Officer.

Crowley, who joined FairPoint in 2005, will be joining Bethesda, Maryland-based Financial Markets International, an international law and economics consulting firm, specializing in helping emerging market countries achieve economic growth and development through reliance on market mechanisms and international best practices. In his new position, Crowley will focus on industrial restructuring and capital markets activities focused on the Ukrainian marketplace. He will be splitting his time equally between the United States and Kiev, Ukraine.

Commenting on Crowley’s resignation, Gene Johnson, chairman and CEO of FairPoint Communications, Inc., stated, “John has been an instrumental part of FairPoint’s growth, helping to financially engineer more than six transactions during his tenure, including the recently completed transaction in which FairPoint acquired Verizon Communications’ landline and certain related operations in Maine, New Hampshire and Vermont.  We truly benefited from the depth and breadth of his finance experience.”

“John leaves FairPoint in sound financial condition with a strong balance sheet, appropriate leverage and stable cash flows. On a personal note, I truly appreciate John’s contributions, dedication and friendship. He has a long history in Eastern European business transactions and a passion for international finance and we all wish him the best.”

Lisa Hood joined FairPoint in 1993 and currently serves as senior vice president and controller. She has been responsible for financial planning and budget management for both the legacy companies and the newly acquired northern New England properties. Hood previously served as controller for the legacy FairPoint companies and as chief operating officer for the same.

Johnson, commented, “Lisa has been with FairPoint for 15 years and has served with distinction in many positions, handling a diverse range of responsibilities. She has proven herself time and

time again and we believe she is well suited to fill this role until a permanent replacement can be named.”

About FairPoint

FairPoint Communications, Inc. is an industry leading provider of communications services to communities across the country. Today, FairPoint owns and operates 32 local exchange companies in 18 states offering advanced communications with a personal touch including local and long distance voice, data, Internet, television and broadband services. FairPoint is traded on the New York Stock Exchange under the symbol FRP.  Learn more at www.FairPoint.com.

This press release may contain forward-looking statements by FairPoint that are not based on historical fact, including, without limitation, statements containing the words “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates” and similar expressions and statements. Because these forward-looking statements involve known and unknown risks and uncertainties, there are important factors that could cause actual results, events or developments to differ materially from those expressed or implied by these forward-looking statements. Such factors include those risks described from time to time in FairPoint’s filings with the Securities and Exchange Commission ("SEC"), including, without limitation, the risks described in FairPoint’s most recent Quarterly Report on Form 10-Q on file with the SEC.  These factors should be considered carefully and readers are cautioned not to place undue reliance on such forward-looking statements.  All information is current as of the date this press release is issued, and FairPoint undertakes no duty to update this information. 

Source: FairPoint Communications, Inc., www.fairpoint.com.

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