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: July 26, 2002


                           CompleTel Europe N.V.
             (Exact Name of Registrant as Specified in Charter)


    The Netherlands              000-30075                   98-0202823
     (State or other            (Commission                (IRS Employer
     jurisdiction of            File Number)               Identification #)
     incorporation)


                                  Blaak 16
                     3011 TA Rotterdam, The Netherlands
                  (Address of Principal Executive Office)


                              (31) 20 666 1701
            (Registrant's telephone number, including area code)




ITEM 5.  OTHER EVENTS.

         Pursuant to Rule 135c of the Securities Act of 1933, Completel
Europe N.V. hereby files its press release, dated July 26, 2002. A copy of
the press release is attached as Exhibit 99.1.


ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         The following financial statements, pro forma financial
information and exhibits, if any, are filed as part of this report:

(a)      Financial Statements of Business Acquired.

         Not applicable.

(b)      Pro Forma Financial Information

         Not applicable.

(c)      Exhibits

         99.1   Press release dated July 26, 2002.


                                 SIGNATURES


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


                                            COMPLETEL EUROPE N.V.


Date: July 26, 2002                         By: /s/ John Hugo
                                                -------------------------
                                               John Hugo
                                               Corporate Controller
                                               (Principal Accounting Officer)



<PAGE>


                                                               EXHIBIT 99.1


NEWS RELEASE
Completel Europe N.V.                  Investor Contact:
Blaak 16                               Stefan Sater, Director Investor Relations
3011 TA Rotterdam                      Tel: +33 1 72 92 20 43
The Netherlands                        e-mail : s.sater@completel.fr
+31 20 666 1701
(ParisBourse: CTL)
July 26, 2002


                 COMPLETEL PROPOSES ISSUANCE OF WARRANTS TO
                           EXISTING SHAREHOLDERS

PARIS, July 26, 2002 - Completel announced today that it proposes to issue
warrants to its existing shareholders prior to the consummation of its
proposed recapitalization. Completel anticipates that the warrants would be
issued to its shareholders of record on the earlier of the day before any
shares are issued in its proposed recapitalization and September 26, 2002,
and would be exercisable from December 15, 2002 through the fifteenth day
following the publication of Completel's audited annual financial
statements, currently scheduled to occur in February 2003.

Completel anticipates that the warrants would carry the right to subscribe
to up to an aggregate of approximately 222.7 million of its ordinary shares
(approximately 333,000 shares after giving effect to the proposed
670-to-one reverse share split that it is submitting for approval by its
shareholders at an extraordinary general meeting to be held in August). The
proposal to issue the warrants is intended to comply with requests from
French securities market authorities in relation to the proposed listing on
Euronext Paris of Completel ordinary shares and preferred shares to be
issued in the recapitalization. Completel's largest shareholders, Madison
Dearborn Partners, Meritage Private Equity Funds ("Meritage") and DeGeorge
Telcom Holdings ("DeGeorge Telcom"), as well as the members of Completel's
Supervisory and Management Boards and certain senior management employees,
have each agreed to waive any right to be granted warrants.

Additional specific terms of the warrants have yet to be established and
are in any event subject to both the approval of French securities market
authorities and to Completel's successful negotiation of an amendment to
the Restructuring Agreement it entered into in May with Meritage, DeGeorge
Telcom and the holders of approximately 83% of its outstanding debt
securities. Completel anticipates, however, that the exercise price under
the Warrants would be equal to the greater of (euro)0.015 per ordinary
share issuable under the warrants and the par value of those shares
(currently (euro)0.10 per share). If Completel's proposed recapitalization
and 670-to-one reverse share split take place, the exercise price under the
warrants would therefore be (euro)10.05 per ordinary share. The issuance of
the warrants, however, would not be contingent upon any vote of Completel's
shareholders and would become exercisable whether or not Completel
completes its proposed recapitalization.

Completel anticipates that the warrants would be structured so that their
exercise would qualify for the safe harbor from the registration provisions
of the U.S. Securities Act of 1933 provided by Regulation S for offers and
sales of securities outside the United States.

Neither the proposed warrants nor the underlying ordinary shares for which
they would be exercisable have been or will be registered under the United
States Securities Act of 1933. Accordingly the warrants will not be
exercisable in the United States and the ordinary shares underlying the
warrants may not be offered or sold in the United States absent an
applicable exemption from registration requirements.

NOTE:
Certain information in this press release constitutes "forward-looking
statements" within the meaning of Section 21E of the U.S. Securities
Exchange Act. These forward-looking statements are identified by their use
of such words as "believes," "anticipates," "should," "expects,"
"forecast," "projects," and similar expressions. Such statements are based
on the current expectations and assumptions of the management of Completel
only, and Completel does not undertake to publicly update or revise these
statements, whether as a result of new information, future events or
otherwise. These forward-looking statements involve known and unknown
risks, uncertainties and other factors that could cause Completel's
achievements to differ materially from those forecasted or suggested in
this press release. The most important of these factors are Completel's
potential inability to obtain the approval of the French securities market
authorities in relation to the terms of the warrants or their proposed
listing on Euronext Paris, the approval of Euronext Paris in relation to
that listing, or the approval of the parties to its Restructuring Agreement
of the terms of the warrants and their issuance. For a more detailed
discussion of the risks affecting the Company, please refer to Completel's
prospectuses and 10-K,10-Q and 8-K reports filed with the U.S. Securities
and Exchange Commission.

 Paris office: Tour Egee, 9-11 allee de l'Arche, 92671 Courbevoie Cedex, FRANCE
                          Tel : +33 1 72 92 20 00
                             www.completel.com
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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: July 26, 2002

                           CompleTel Europe N.V.
             (Exact Name of Registrant as Specified in Charter)

    The Netherlands              000-30075                   98-0202823
     (State or other            (Commission                (IRS Employer
     jurisdiction of            File Number)               Identification #)
     incorporation)

                                  Blaak 16
                     3011 TA Rotterdam, The Netherlands
                  (Address of Principal Executive Office)

                              (31) 20 666 1701
            (Registrant's telephone number, including area code)

ITEM 5.  OTHER EVENTS.

         Pursuant to Rule 135c of the Securities Act of 1933, Completel
Europe N.V. hereby files its press release, dated July 26, 2002. A copy of
the press release is attached as Exhibit 99.1.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         The following financial statements, pro forma financial
information and exhibits, if any, are filed as part of this report:

(a)      Financial Statements of Business Acquired.

         Not applicable.

(b)      Pro Forma Financial Information

         Not applicable.

(c)      Exhibits

         99.1   Press release dated July 26, 2002.

                                 SIGNATURES

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

                                            COMPLETEL EUROPE N.V.

Date: July 26, 2002                         By: /s/ John Hugo
                                                -------------------------
                                               John Hugo
                                               Corporate Controller
                                               (Principal Accounting Officer)
EXHIBIT 99.1

NEWS RELEASE
Completel Europe N.V.                  Investor Contact:
Blaak 16                               Stefan Sater, Director Investor Relations
3011 TA Rotterdam                      Tel: +33 1 72 92 20 43
The Netherlands                        e-mail : s.sater@completel.fr
+31 20 666 1701
(ParisBourse: CTL)
July 26, 2002

                 COMPLETEL PROPOSES ISSUANCE OF WARRANTS TO
                           EXISTING SHAREHOLDERS

PARIS, July 26, 2002 - Completel announced today that it proposes to issue
warrants to its existing shareholders prior to the consummation of its
proposed recapitalization. Completel anticipates that the warrants would be
issued to its shareholders of record on the earlier of the day before any
shares are issued in its proposed recapitalization and September 26, 2002,
and would be exercisable from December 15, 2002 through the fifteenth day
following the publication of Completel's audited annual financial
statements, currently scheduled to occur in February 2003.

Completel anticipates that the warrants would carry the right to subscribe
to up to an aggregate of approximately 222.7 million of its ordinary shares
(approximately 333,000 shares after giving effect to the proposed
670-to-one reverse share split that it is submitting for approval by its
shareholders at an extraordinary general meeting to be held in August). The
proposal to issue the warrants is intended to comply with requests from
French securities market authorities in relation to the proposed listing on
Euronext Paris of Completel ordinary shares and preferred shares to be
issued in the recapitalization. Completel's largest shareholders, Madison
Dearborn Partners, Meritage Private Equity Funds ("Meritage") and DeGeorge
Telcom Holdings ("DeGeorge Telcom"), as well as the members of Completel's
Supervisory and Management Boards and certain senior management employees,
have each agreed to waive any right to be granted warrants.

Additional specific terms of the warrants have yet to be established and
are in any event subject to both the approval of French securities market
authorities and to Completel's successful negotiation of an amendment to
the Restructuring Agreement it entered into in May with Meritage, DeGeorge
Telcom and the holders of approximately 83% of its outstanding debt
securities. Completel anticipates, however, that the exercise price under
the Warrants would be equal to the greater of (euro)0.015 per ordinary
share issuable under the warrants and the par value of those shares
(currently (euro)0.10 per share). If Completel's proposed recapitalization
and 670-to-one reverse share split take place, the exercise price under the
warrants would therefore be (euro)10.05 per ordinary share. The issuance of
the warrants, however, would not be contingent upon any vote of Completel's
shareholders and would become exercisable whether or not Completel
completes its proposed recapitalization.

Completel anticipates that the warrants would be structured so that their
exercise would qualify for the safe harbor from the registration provisions
of the U.S. Securities Act of 1933 provided by Regulation S for offers and
sales of securities outside the United States.

Neither the proposed warrants nor the underlying ordinary shares for which
they would be exercisable have been or will be registered under the United
States Securities Act of 1933. Accordingly the warrants will not be
exercisable in the United States and the ordinary shares underlying the
warrants may not be offered or sold in the United States absent an
applicable exemption from registration requirements.

NOTE:
Certain information in this press release constitutes "forward-looking
statements" within the meaning of Section 21E of the U.S. Securities
Exchange Act. These forward-looking statements are identified by their use
of such words as "believes," "anticipates," "should," "expects,"
"forecast," "projects," and similar expressions. Such statements are based
on the current expectations and assumptions of the management of Completel
only, and Completel does not undertake to publicly update or revise these
statements, whether as a result of new information, future events or
otherwise. These forward-looking statements involve known and unknown
risks, uncertainties and other factors that could cause Completel's
achievements to differ materially from those forecasted or suggested in
this press release. The most important of these factors are Completel's
potential inability to obtain the approval of the French securities market
authorities in relation to the terms of the warrants or their proposed
listing on Euronext Paris, the approval of Euronext Paris in relation to
that listing, or the approval of the parties to its Restructuring Agreement
of the terms of the warrants and their issuance. For a more detailed
discussion of the risks affecting the Company, please refer to Completel's
prospectuses and 10-K,10-Q and 8-K reports filed with the U.S. Securities
and Exchange Commission.

 Paris office: Tour Egee, 9-11 allee de l'Arche, 92671 Courbevoie Cedex, FRANCE
                          Tel : +33 1 72 92 20 00
                             www.completel.com