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 30, 1998
                                                       (July 27, 1998)

  
                         Bell Atlantic Corporation
           (Exact name of registrant as specified in its charter)

  
      Delaware                   1-8606          23-2259884 
      ------------             ---------      ----------------- 
      (State or other         (Commission     (IRS Employer 
      jurisdiction of          File Number)   Identification No.) 
      incorporation) 

  
     1095 Avenue of the Americas, New York, New York           10036 
      (Address of principal executive offices)               (Zip Code) 
  
  
                               (212) 395-2121
            (Registrant's telephone number, including area code)


  

                         BELL ATLANTIC CORPORATION 
                         Current Report on Form 8-K 
  
 Item 5. Other Events. 
  
           Bell Atlantic Corporation ("Bell Atlantic") entered into an
 Agreement and Plan of Merger ("Merger Agreement"), dated as of July 27,
 1998, by and among Bell Atlantic, a Delaware corporation, Beta Gamma
 Corporation, a New York corporation and a wholly owned subsidiary of Bell
 Atlantic, and GTE Corporation ("GTE"), a New York corporation.   
  
           In connection with the execution of the Merger Agreement, Bell
 Atlantic and GTE entered into (a) an option agreement pursuant to which GTE
 granted Bell Atlantic an option to purchase up to 10% of the outstanding
 shares of common stock, par value $.05 per share, of GTE, exercisable under
 certain circumstances (the "Bell Atlantic Option Agreement"), and (b) an
 option agreement pursuant to which Bell Atlantic granted GTE an option to
 purchase up to 10% of the outstanding shares of common stock, par value
 $.10 per share, of Bell Atlantic, exercisable under certain circumstances
 (the "GTE Option Agreement"). 
  
           Reference is made to the Merger Agreement, the Bell Atlantic
 Option Agreement, the GTE Option Agreement and the Joint Press Release
 dated July 28, 1998, issued by Bell Atlantic and GTE, respectively, which
 are attached as Exhibits 2.01, 10.01, 10.02 and 99.01, respectively, and
 are incorporated herein by reference. 

 Item 7. (c) Exhibits. 
  
 Exhibit No.    Description

 2.01          Agreement and Plan of Merger by and among Bell Atlantic
               Corporation, Beta Gamma Corporation and GTE Corporation,
               dated as of July 27, 1998

 10.01         Stock Option Agreement, dated as of July 27, 1998, between
               Bell Atlantic Corporation and GTE Corporation

 10.02         Stock Option Agreement, dated as of July 27, 1998, between
               GTE Corporation and Bell Atlantic Corporation

 99.01         Press Release 



                                 SIGNATURE
  
           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's duly authorized signatory. 
  
 Dated: July 30, 1998 
  
                          BELL ATLANTIC CORPORATION 
                           
  
  
                          By:  /s/  P. Alan Bulliner 
                               ______________________________
                               Name:  P. Alan Bulliner  
                               Title: Associate General Counsel  
                                      and Corporate Secretary 



                               Exhibit Index 
  
 Exhibit No.    Description

 2.01          Agreement and Plan of Merger by and among Bell Atlantic
               Corporation, Beta Gamma Corporation and GTE Corporation,
               dated as of July 27, 1998

 10.01         Stock Option Agreement, dated as of July 27, 1998, between
               Bell Atlantic Corporation and GTE Corporation

 10.02         Stock Option Agreement, dated as of July 27, 1998, between
               GTE Corporation and Bell Atlantic Corporation

 99.01         Press Release
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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 30, 1998
                                                       (July 27, 1998)

  
                         Bell Atlantic Corporation
           (Exact name of registrant as specified in its charter)

  
      Delaware                   1-8606          23-2259884 
      ------------             ---------      ----------------- 
      (State or other         (Commission     (IRS Employer 
      jurisdiction of          File Number)   Identification No.) 
      incorporation) 

  
     1095 Avenue of the Americas, New York, New York           10036 
      (Address of principal executive offices)               (Zip Code) 
  
  
                               (212) 395-2121
            (Registrant's telephone number, including area code)

  

                         BELL ATLANTIC CORPORATION 
                         Current Report on Form 8-K 
  
 Item 5. Other Events. 
  
           Bell Atlantic Corporation ("Bell Atlantic") entered into an
 Agreement and Plan of Merger ("Merger Agreement"), dated as of July 27,
 1998, by and among Bell Atlantic, a Delaware corporation, Beta Gamma
 Corporation, a New York corporation and a wholly owned subsidiary of Bell
 Atlantic, and GTE Corporation ("GTE"), a New York corporation.   
  
           In connection with the execution of the Merger Agreement, Bell
 Atlantic and GTE entered into (a) an option agreement pursuant to which GTE
 granted Bell Atlantic an option to purchase up to 10% of the outstanding
 shares of common stock, par value $.05 per share, of GTE, exercisable under
 certain circumstances (the "Bell Atlantic Option Agreement"), and (b) an
 option agreement pursuant to which Bell Atlantic granted GTE an option to
 purchase up to 10% of the outstanding shares of common stock, par value
 $.10 per share, of Bell Atlantic, exercisable under certain circumstances
 (the "GTE Option Agreement"). 
  
           Reference is made to the Merger Agreement, the Bell Atlantic
 Option Agreement, the GTE Option Agreement and the Joint Press Release
 dated July 28, 1998, issued by Bell Atlantic and GTE, respectively, which
 are attached as Exhibits 2.01, 10.01, 10.02 and 99.01, respectively, and
 are incorporated herein by reference. 

 Item 7. (c) Exhibits. 
  
 Exhibit No.    Description

 2.01          Agreement and Plan of Merger by and among Bell Atlantic
               Corporation, Beta Gamma Corporation and GTE Corporation,
               dated as of July 27, 1998

 10.01         Stock Option Agreement, dated as of July 27, 1998, between
               Bell Atlantic Corporation and GTE Corporation

 10.02         Stock Option Agreement, dated as of July 27, 1998, between
               GTE Corporation and Bell Atlantic Corporation

 99.01         Press Release 

                                 SIGNATURE
  
           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's duly authorized signatory. 
  
 Dated: July 30, 1998 
  
                          BELL ATLANTIC CORPORATION 
                           
  
  
                          By:  /s/  P. Alan Bulliner 
                               ______________________________
                               Name:  P. Alan Bulliner  
                               Title: Associate General Counsel  
                                      and Corporate Secretary 

                               Exhibit Index 
  
 Exhibit No.    Description

 2.01          Agreement and Plan of Merger by and among Bell Atlantic
               Corporation, Beta Gamma Corporation and GTE Corporation,
               dated as of July 27, 1998

 10.01         Stock Option Agreement, dated as of July 27, 1998, between
               Bell Atlantic Corporation and GTE Corporation

 10.02         Stock Option Agreement, dated as of July 27, 1998, between
               GTE Corporation and Bell Atlantic Corporation

 99.01         Press Release