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 - June 10, 1997
                (Date of earliest event reported)
                                
                                
                         GTE CORPORATION
       (Exact name of registrant as specified in charter)
                                
                            NEW YORK
         (State or other jurisdiction of Incorporation)






         1-2755                                13-1678633
(Commission File Number)           (I.R.S. Employer
Identification No.)

One Stamford Forum
Stamford, Connecticut                             06904
(Address of principal executive offices)                  (Zip
Code)



                         (203) 965-2000
      (Registrant's telephone number, including area code)
                                



                         GTE CORPORATION
                                
                                
                            FORM 8-K
                                
                                
                       ITEM OF INFORMATION
                                


Item 5.  Other Events

     On May 12, 1997, GTE Corporation, a New York corporation
("GTE"), through its wholly owned subsidiary GTE Massachusetts
Incorporated, a Massachusetts corporation ("GTE Massachusetts"),
commenced a tender offer for all of the shares of Common Stock,
par value $1.00 per share, including the associated common stock
purchase rights (collectively, the "Shares") of BBN Corporation,
a Massachusetts corporation ("BBN"), at $29.00 per Share, net to
the seller in cash.  The tender offer expired, as scheduled, at
12:00 midnight, EDT, on Monday, June 9, 1997.  At 12:01 a.m. on
June 10, 1997, GTE Massachusetts accepted for payment and,
therefore, purchased all tendered Shares at the tender offer
price. According to the Depositary, approximately 20,492,853, or
95.78%, of the outstanding Shares were validly tendered and not
withdrawn at the expiration of the tender offer.  Such share
amount includes approximately 860,084 Shares subject to guarantee
of delivery.  According to the Depositary, approximately 902,984
Shares were not tendered by the expiration of the tender offer.

     As promptly as practicable following the satisfaction or
waiver of certain conditions, including the approval of the
merger by the stockholders of BBN at a special meeting as
required by Massachusetts law, BBN will merge with GTE
Massachusetts and become a wholly owned subsidiary of GTE.  In
the merger, each issued and outstanding Share (other than
dissenting shares) not owned by GTE or any of its wholly owned
subsidiaries will be converted into and represent the right to
receive $29.00 in cash, without interest.  At the special
meeting, GTE Massachusetts will vote all of the Shares owned by
it in favor of the merger; because GTE Massachusetts owns Shares
representing more than two-thirds of the voting power of the
outstanding Shares, the consummation of the merger is assured.


                               -2-



                           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 thereunto duly authorized.


                                            GTE CORPORATION

_______________________________
                                              (Registrant)



                                   By:      MARIANNE DROST
                                        _____________________
                                            Marianne Drost
                                              Secretary


Date:  June 10, 1997




























P-8KED
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{"company-data": {"conformed-name": "GTE CORP", "cik": "0000040858", "assigned-sic": "4813", "irs-number": "131678633", "state-of-incorporation": "NY", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-02755", "film-number": "97623270"}, "business-address": {"street1": "ONE STAMFORD FORUM", "city": "STAMFORD", "state": "CT", "zip": "06904", "phone": "2039652000"}, "former-company": [{"former-conformed-name": "GENERAL TELEPHONE & ELECTRONICS CORP", "date-changed": "19820816"}, {"former-conformed-name": "FRANKLIN INVESTMENT PROGRAMS COMMON STOC", "date-changed": "19700209"}]}
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 - June 10, 1997
                (Date of earliest event reported)
                                
                                
                         GTE CORPORATION
       (Exact name of registrant as specified in charter)
                                
                            NEW YORK
         (State or other jurisdiction of Incorporation)

         1-2755                                13-1678633
(Commission File Number)           (I.R.S. Employer
Identification No.)

One Stamford Forum
Stamford, Connecticut                             06904
(Address of principal executive offices)                  (Zip
Code)

                         (203) 965-2000
      (Registrant's telephone number, including area code)
                                

                         GTE CORPORATION
                                
                                
                            FORM 8-K
                                
                                
                       ITEM OF INFORMATION
                                

Item 5.  Other Events

     On May 12, 1997, GTE Corporation, a New York corporation
("GTE"), through its wholly owned subsidiary GTE Massachusetts
Incorporated, a Massachusetts corporation ("GTE Massachusetts"),
commenced a tender offer for all of the shares of Common Stock,
par value $1.00 per share, including the associated common stock
purchase rights (collectively, the "Shares") of BBN Corporation,
a Massachusetts corporation ("BBN"), at $29.00 per Share, net to
the seller in cash.  The tender offer expired, as scheduled, at
12:00 midnight, EDT, on Monday, June 9, 1997.  At 12:01 a.m. on
June 10, 1997, GTE Massachusetts accepted for payment and,
therefore, purchased all tendered Shares at the tender offer
price. According to the Depositary, approximately 20,492,853, or
95.78%, of the outstanding Shares were validly tendered and not
withdrawn at the expiration of the tender offer.  Such share
amount includes approximately 860,084 Shares subject to guarantee
of delivery.  According to the Depositary, approximately 902,984
Shares were not tendered by the expiration of the tender offer.

     As promptly as practicable following the satisfaction or
waiver of certain conditions, including the approval of the
merger by the stockholders of BBN at a special meeting as
required by Massachusetts law, BBN will merge with GTE
Massachusetts and become a wholly owned subsidiary of GTE.  In
the merger, each issued and outstanding Share (other than
dissenting shares) not owned by GTE or any of its wholly owned
subsidiaries will be converted into and represent the right to
receive $29.00 in cash, without interest.  At the special
meeting, GTE Massachusetts will vote all of the Shares owned by
it in favor of the merger; because GTE Massachusetts owns Shares
representing more than two-thirds of the voting power of the
outstanding Shares, the consummation of the merger is assured.

                               -2-

                           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 thereunto duly authorized.

                                            GTE CORPORATION

_______________________________
                                              (Registrant)

                                   By:      MARIANNE DROST
                                        _____________________
                                            Marianne Drost
                                              Secretary

Date:  June 10, 1997

P-8KED