UNITED STATES
              SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, DC  20549
                           FORM 10-K
(Mark One)

X  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
   ACT OF 1934.
    For the fiscal year ended December 31, 1996.

   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
   SECURITIES EXCHANGE ACT OF 1934.
    For the transition period from          to        .

Commission File Number 1-9157

         SOUTHERN NEW ENGLAND TELECOMMUNICATIONS CORPORATION
       (Exact name of registrant as specified in its charter)

                Connecticut                       06-1157778
      (State or other jurisdiction of        (I.R.S. Employer
      incorporation or organization)         Identification Number)

     227 Church Street, New Haven, CT               06510
   (Address of principal executive offices)      (Zip Code)

                          (203) 771-5200
                  (Registrant's telephone number,
                        including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class               Name of each exchange on which registered
                              
Common stock-par value $1         New York and Pacific Stock Exchanges
per share                     
                              
Rights to purchase common stock   New York and Pacific Stock Exchanges
(Currently traded with        
common stock)

Securities registered pursuant to Section 12(g) of the Act:  None

Indicate by check mark whether the registrant (1) has filed all reports  
required to be filed by Section 13 or 15(d) of the Securities Exchange Act 
of 1934 during the preceding 12 months (or for such shorter period that 
the registrant was required to file such reports), and (2) has been subject 
to such filing requirements for the past 90 days.  Yes X.  No .

Indicate by check mark if disclosure of delinquent filers pursuant to Item 
405 of Regulation S-K is not contained herein, and will not be contained, to  
the best of registrant's knowledge, in definitive proxy or information 
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. X

At February 28, 1997, 65,793,847 common shares were outstanding.

At February 28, 1997, the aggregate market value of the voting stock
held by non-affiliates was $2,383,418,614.

              DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant's combined 1996 Annual Report to Shareholders 
and Proxy Statement dated March 20, 1997 issued in connection with the 
1997 Annual Meeting of Shareholders [Part II and Part III]
                        
                               1



                        TABLE OF CONTENTS
                                
                                
Item                                                                   Page
                                                        
                                     PART I                       
                                                        
1.    Business..........................................................  3
                                                        
2.    Properties........................................................ 11
                                                        
3.    Legal Proceedings................................................. 12
                                                        
4.    Submission of Matters to a Vote of Security Holders............... 12
                             
                                    PART II
                                                        
5.     Market for the Registrant's Common Stock and Related 
         Stockholder Matters............................................ 14
                                                        
6.     Selected Financial Data.......................................... 14
                                                        
7.     Management's Discussion and Analysis of Financial Condition
        and Operating Results........................................... 14

8.     Financial Statements and Supplementary Data...................... 14
                                                        
9.     Changes in and Disagreements with Accountants on 
        Accounting and Financial Disclosure............................. 14
                             
                                    PART III
                             
10.    Directors and Executive Officers of the Registrant............... 14
                                                        
11.    Executive Compensation........................................... 14
                                                        
12.    Security Ownership of Certain Beneficial Owners and Management... 14
                                                        
13.    Certain Relationships and Related Transactions................... 14

                                    PART IV
                             
14.    Exhibits, Financial Statement Schedule, and Reports on Form 8-K.. 15
                                                        
                                
See page 13 for "Executive Officers of the Registrant"
                                
                                      2



                              PART I


Item 1.  Business

                             GENERAL

Southern     New    England    Telecommunications     Corporation
("Corporation") was incorporated in 1986 under the  laws  of  the
State  of Connecticut and has its principal executive offices  at
227 Church Street, New Haven, Connecticut 06510 (telephone number
(203)  771-5200).  The Corporation is a holding  company  engaged
through its subsidiaries in operations principally in Connecticut
with expanded cellular services in Rhode Island and certain areas
in  Massachusetts.   The Corporation has business  units  in  the
following telecommunications product groups:  wireline; wireless;
and   information  and  entertainment.   Wireline  includes   The
Southern   New  England  Telephone  Company's  telecommunications
services;   SNET   America,   Inc.   (providing   national    and
international  long-distance services to Connecticut  customers);
and    SNET   Diversified   Group,   Inc.   (providing    premium
telecommunications  services  and  the  selling  and  leasing  of
communications equipment to residential and business  customers).
Wireless  includes SNET Cellular, Inc., SNET Mobility, Inc.  and,
prior  to  1996, SNET Paging, Inc. (providing cellular (wholesale
and  retail), personal communications, equipment sales and paging
resale   services).    Information  and  entertainment   includes
publishing,  internet and SNET Personal Vision,  Inc.  (providing
cable  television  service starting in 1997).   Other  activities
include  SNET  Real Estate, Inc. (engaging in leasing  commercial
real  estate) and the holding company (engaging in financial  and
strategic planning).
                                
                            WIRELINE
                                
The Southern New England Telephone Company's Telecommunications
Services

The Southern New England Telephone Company ("Telephone Company"),
a  local exchange carrier ("LEC"), was incorporated in 1882 under
the  laws of the State of Connecticut and is engaged in providing
telecommunications  services in Connecticut, subject  to  various
forms  of regulation.  These telecommunications services include:
local and intrastate toll services; network access service, which
links  customers' premises to the facilities of  other  carriers;
and  other  services  such as digital transmission  of  data  and
transmission  of  radio and television programs, packet  switched
data network and private line services.

In  1996,  approximately  68%  of the Corporation's  consolidated
revenues  and  sales  were derived from the  Telephone  Company's
telecommunications services and approximately  11%  were  derived
from  wireless sales.  The remainder was derived principally from
directory publishing operations, national and international long-
distance  services,  the  Corporation's other  subsidiaries,  and
activities associated with the provision of facilities  and  non-
access  services  to interexchange carriers.  About  70%  of  the
operating     revenues     from    the    Telephone     Company's
telecommunications  services  were  attributable  to   intrastate
operations, with the remainder attributable to interstate  access
services.

The Telephone Company's access lines in service grew to 2,163,000
at  December  31, 1996 from 2,073,000 at December  31,  1995,  an
increase of 4.3%.  The increase resulted primarily from growth in
Centrex business lines and second residential lines.  The network
access  lines  provided  by the Telephone Company  to  customers'
premises  can  be interconnected with the access lines  of  other
telephone

                                3



companies in the United States and with telephone systems in most
other  countries.   The  following  table  sets  forth,  for  the
Telephone Company, the number of network access lines in  service
at the end of each year:

Network Access Lines in                                       
 Service (thousands):      1996    1995   1994    1993    1992
Residence                 1,444   1,415  1,379   1,355   1,340
Business                    719     658    630     609     597
Total                     2,163   2,073  2,009   1,964   1,937

The  Telephone  Company  is subject to the  jurisdiction  of  the
Federal   Communications  Commission  ("FCC")  with  respect   to
interstate  rates,  services, access charges and  other  matters,
including the prescription of a uniform system of accounts.   The
FCC also prescribes the principles and procedures (referred to as
"separations procedures") used to separate investments, revenues,
expenses,   taxes  and  reserves  between  the   interstate   and
intrastate  jurisdictions.   In addition,  the  FCC  has  adopted
accounting and cost allocation rules for the separation of  costs
of  regulated from non-regulated telecommunications services  for
interstate   ratemaking   purposes.   The   Telephone   Company's
interstate  access  services  have  been  subject  to  price  cap
regulation  since  January  1991.   Price  caps  are  a  form  of
incentive  regulation  to limit prices and improve  productivity.
The  price  cap plan sets maximum limits on prices  and  requires
LECs  to  share  with customers earnings in excess of  authorized
levels.

The  Telephone Company, in providing telecommunications  services
in  Connecticut,  is  subject to regulation  by  the  Connecticut
Department  of  Public  Utility  Control  ("DPUC"),   which   has
jurisdiction  with respect to intrastate rates and  services  and
other  matters such as the approval of accounting procedures  and
the  issuance of securities.  The DPUC has adopted accounting and
cost allocation rules for intrastate ratemaking purposes, similar
to  those  adopted  by the FCC, for the separation  of  costs  of
regulated from non-regulated activities.  The Telephone Company's
intrastate services have been subject to the traditional rate  of
return  regulation.  Effective April 1, 1996, the  DPUC  replaced
traditional  rate  of return regulation with  alternative  (price
based)  regulation to be employed during the transition  to  full
competition [see State Regulatory Initiatives].


Competition

As   a   result  of   legislative  and  regulatory  reform,   the
Corporation  continues to experience an increasingly  competitive
environment  with  respect  to  telecommunications  services   in
Connecticut.   Competitors  include  interexchange  carriers  and
competitive  access  providers with  respect  to  the  wireline's
(Telephone Company's) existing services.  In 1996, major carriers
intensified  their  marketing efforts to  sell  intrastate  long-
distance  services with full implementation of  intrastate  equal
access.   In  addition, providers began offering  local  exchange
service  to businesses in certain areas of the state.  Management
supports  bringing  to customers the benefit of  competition  and
affording all competitors the opportunity to compete fairly under
reduced  regulation.  The competitive environment  also  provides
opportunities  for  the  Corporation  to  continue  to  grow  its
interstate and international long-distance service and to  launch
its cable television service in 1997.
 
The  Telephone Company's currently regulated services are subject
to competition from companies and carriers, including competitive
access   providers,   that  construct  and  operate   their   own
communications  systems and networks, as well as  from  companies
that  resell  the  telecommunications  systems  and  networks  of
underlying  carriers. Since the introduction of intrastate  long-
distance  toll  competition, in excess of 170  telecommunications
providers  have  received  approval  from  the  DPUC   to   offer
intrastate   

                              4


long-distance  services.   In  addition,   over   50 companies   
have  filed  for  initial  certificates   of   public convenience  
and  necessity in order to  offer  intrastate  long-distance  
services and are awaiting DPUC approval.  The reduction
in  intrastate  toll  rates,  and  the  increasingly  competitive
intrastate  toll  market continue to place  significant  downward
pressure on intrastate toll revenues.

To  provide competitive toll products, wireline led the  industry
in  1996  by introducing the option of one-second rating for  all
toll  calls  so  customers  only pay  for  the  time  they  talk.
Wireline also successfully promoted the one bill feature of  SNET
All  Distance[R],  a  seamless  toll  service  product  line  which
provides   discount   calling  plans  that  include   intrastate,
interstate   and   international  calling.   The   migration   of
Connecticut   customers  to  wireline's  bundled  calling   plans
resulted  in  significant growth for interstate and international
long-distance services.

Concerning  competition  for  local exchange  service,  seventeen
telecommunications  providers have been granted  certificates  of
public  convenience  and  necessity for  local  service  and  one
additional application is pending before the DPUC.  With  only  a
few smaller companies offering local service in 1996, including a
cable television company, competition did not have the impact  on
local  service revenues as originally anticipated.  Local service
competition  is expected to grow significantly in 1997;  however,
the financial impact cannot be predicted at this time.  Based  on
existing  state  and federal regulations, the  Telephone  Company
expects that many competitors will resell the Telephone Company's
network and that increased network access revenues will offset  a
significant   portion   of  local  service   revenues   lost   to
competition.

The Corporation's ability to compete is dependent upon regulatory
reform  that  will allow pricing flexibility to meet  competition
and  provide  a  level playing field with similar regulation  for
similar  services  and  with reduced  regulation  to  reflect  an
emerging competitive marketplace.

Regulatory Matters

Federal Regulatory Initiatives

On  February 8, 1996, Congress passed the Telecommunications  Act
of   1996  ("Act").   The  Act  was  designed  to  overhaul  U.S.
Telecommunication   policy   by  removing   barriers   to   local
competition.   The  Federal Communications  Commission's  ("FCC")
First  and  Second Report and Order ("Order"), adopted August  1,
1996,   implements  the  Act  and  contains  numerous  provisions
regarding the interconnection of the Telephone Company's  network
with  those  of its competitors.  Significant changes to  network
and  data  systems will be required for the Telephone Company  to
comply  with  the  Order.  In addition, the Order  would  require
fundamental  changes in the development of the  prices  that  the
Telephone   Company  would  charge  competitors  for   purchasing
regulated network products and services.  These decisions are the
first  of three major rule makings to carry out the Act.   Future
decisions  will  include  universal  service  and  access  charge
reform, discussed below.  The Order, as well as universal service
and  access charge reform, could have a material negative  impact
on the Telephone Company.

The  Order was appealed and a stay was requested by various local
telephone   companies,  including  the  Telephone  Company,   the
National  Association  of  Regulatory Utility  Commissioners  and
individual  state regulatory commissions.  On October  15,  1996,
the  Eighth Circuit Court of Appeals ("Eighth Circuit") issued  a
partial  stay  of  the Order, delaying the effectiveness  of  the
pricing provisions and the rule allowing competitors to "pick and
choose"   isolated   terms  out  of  negotiated   interconnection
agreements.   The FCC appealed the Eighth Circuit's  decision  to
stay  these  rules  to  the Supreme Court.   The  Supreme  Court,
however,   subsequently  declined  to  hear  the  appeal.    Oral
arguments  on  the  Order were heard by  the  Eighth  Circuit  on
January  17, 1997.  A decision is expected in the first  half  of
1997.   In  the 

                                5


meantime, the Telephone Company has proceeded  to negotiate several 
interconnection agreements with other carriers in  accordance  with  
the FCC's directives not  affected  by  the Eighth Circuit's stay.

In accordance with the Act, the Federal-State Joint Board adopted
a  Recommended Decision on Universal Service on November 7, 1996.
The recommendation addresses the universal service provisions  of
the  Act  and  proposes that one federal fund be  established  to
provide  support for universal service.  The proposal  calls  for
interstate telecommunications service providers to contribute  to
the  fund  based  on  their telecommunications  revenue,  net  of
payments  to  other  carriers.  The revenue to  be  assessed  may
either  be total interstate and intrastate revenue, or interstate
revenue only.  By May 1997, the FCC is required to issue an order
implementing the universal service section of the Act.

On December 24, 1996, the FCC also released a Notice For Proposed
Rule Making, seeking comments on proposed changes to the way  the
Telephone   Company  recovers  interstate  access  charges   from
interstate   toll   providers,  including  SNET   America,   Inc.
Implications  of  the FCC's proposal indicate that  the  industry
could  experience reduced access revenues.  The Telephone Company
provided  comments to the FCC proposal on January  27,  1997.   A
decision from the FCC regarding this matter is expected in  April
or May 1997.

The  Telephone  Company's  1996 annual interstate  access  tariff
filing  included a 4.0% productivity factor and allowed a  12.25%
interstate rate of return.  The filing is anticipated to decrease
interstate  network access rates by $2.3 million for  the  period
July  1, 1996 to June 30, 1997.  Management expects this decrease
to  be offset by increased demand.  As of December 31, 1996,  the
Telephone  Company's  interstate rate of  return  was  below  the
12.25% threshold.

The  Telephone  Company's  1995 annual interstate  access  tariff
filing under price cap regulation incorporated rate reductions of
approximately $10 million in decreased interstate network  access
revenues  for  the period August 1, 1995 to June 30,  1996.   The
decrease was offset by increased demand.  The calendar year  1995
interstate  rate of return of 11.58%, which was below the  12.25%
threshold, was reported to the FCC.
 
The Telephone Company will file its 1997 annual interstate access
tariff  in  April  1997 to become effective July  1,  1997.   The
filing  will  adjust interstate access rates for  an  experienced
rate  of  inflation, the FCC's productivity target and  exogenous
cost  changes, if any.  The Telephone Company does not anticipate
changing its 4.0% productivity factor election.

Since January 1, 1988, the Telephone Company has utilized an  FCC
approved, company-specific Cost Allocation Manual ("CAM"),  which
apportions  costs between regulated and non-regulated activities,
and   describes  the  nature  of  the  transactions  between  the
Telephone  Company  and  its affiliates.  In  addition,  the  FCC
requires larger LECs, including the Telephone Company, to undergo
an  annual independent audit to determine whether the LEC  is  in
compliance  with  its  approved CAM. The  Telephone  Company  has
received audit reports for 1988 through 1995 indicating it is  in
compliance with its CAM, and is currently undergoing an audit for
the year 1996.

State Regulatory Initiatives

In  compliance with the Act, the Telephone Company has filed with
the  DPUC numerous cost studies supporting its proposed wholesale
(i.e.,  resale) and unbundled rates for interconnection services.
In  light  of  the Order, on March  4, 1997, the DPUC  issued  a
second  draft  decision setting a 17.8% discount rate  for  local
residence  service.  A final decision is expected in  late  March
1997.

                             6



The DPUC's review of the Telephone Company's cost studies related
to  unbundled elements is still pending.  Hearings were held  the
first  week  in February 1997, with a final decision expected  in
April  1997.  This decision is expected to address the  Telephone
Company's  offerings of unbundled elements of its facilities  and
associated interconnection arrangements.

In  March  1996,  the DPUC replaced traditional  rate  of  return
regulation  with alternative (price based) regulation,  effective
April  1,  1996, during the transition to full competition.   The
decision   contains  the  following  major  items:    price   cap
regulation  for non-competitive services; a five year  monitoring
period  on financial results; and a price cap formula on services
categorized as non-competitive (utilizing an inflation factor,  a
5%  productivity offset, a narrowly defined exogenous  factor,  a
potential service quality adjustment and various pricing  bands).
In  addition,  basic local service rates for residence,  business
and coin may not be raised above current levels until January  1,
1998,  at which time the price cap formula becomes effective  for
these  services,  unless  they have been  reclassified  into  the
emerging  competitive  or competitive categories.   The  decision
also  authorized  a  rate  of return on the  Telephone  Company's
common equity of 11.90% during the monitoring period.  The impact
of  these  changes  on the Telephone Company's operating  results
will depend on the timing of classifying the various products and
services  into categories (non-competitive, emerging  competitive
and  competitive) for pricing (banding) changes.  As of  December
31, 1996, the Telephone Company's rate of return was 7.95%.

On  November  27, 1996, the DPUC granted the Telephone  Company's
request to reclassify message toll and calling card services from
the non-competitive category to competitive in its entire service
territory.  Reclassification provides the Telephone Company  with
the  opportunity  to  gain  additional  promotional  and  pricing
flexibility  for its products and services, and to operate  under
regulatory guidelines similar to its competitors.

On  January 24, 1997, the Corporation filed a proposal  with  the
DPUC   outlining  steps  to  structure  its  wireline   business,
including  the  Telephone  Company,  into  separate  retail   and
wholesale  subsidiaries.   Under the  proposal,  the  new  retail
organization, a competitive local exchange carrier, will  compete
under the same regulations as all other retail telecommunications
providers  in  the  state and will bring innovative  packages  of
products  and  services to the consumer.  The LEC, primarily  the
Telephone  Company's  wholesale business,  will  provide  network
services  and  functionality to retail providers,  including  the
Corporation's  new  retail  business,  on  neutral  terms.    The
directory  publishing operations will also  be  structured  as  a
separate  subsidiary of the Corporation.  A decision is  expected
in late June 1997.

SNET America, Inc.
                                
SNET  America,  Inc.  ("SNET America") was incorporated  in  1993
under the laws of the State of Connecticut.  SNET America resells
a  complete  range of interstate and international  long-distance
services  to  Connecticut customers, including calling  card  and
"800" service, along with volume discount plans such as SNET  All
Distance Simple Solutions, a calling plan for small business  and
residence customers.

SNET   America  and  the  Telephone  Company  jointly  sell  toll
services.    This   enables  the  Corporation  to   satisfy   its
customers'  long-distance calling needs with a  single  point  of
contact  through  SNET  All Distance,  a  seamless  toll  service
product  line which provides discount calling plans that  include
intrastate,  interstate  and international  calling.   The  joint
marketing as SNET All Distance has produced such features as one-
second rating and one bill for all toll calls. [See Competition].

                              7


SNET Diversified Group, Inc.

SNET Diversified Group, Inc. ("Diversified") was incorporated  in
1986  under  the  laws of the State of Connecticut  in  order  to
identify  and  develop new, non-regulated business opportunities.
The  majority  of  Diversified's activities is  the  offering  of
premium  services,  such  as information  and  enhanced  network-
related  services.   Another  activity  is  leasing  and  selling
customer  premises  equipment ("CPE") to  residential  and  small
business  customers.  Key telephone systems and related  products
are  offered  and  maintained  which  are  complementary  to  the
Telephone Company's central office-based solutions.

Diversified   faces   significant   competition   from   numerous
department store, discount store and business equipment retailers
that  carry CPE.  Diversified has differentiated its product line
from its competitors by offering a wide array of quality products
including leasing options.
                                
                            WIRELESS

The   Corporation  provides  cellular  (wholesale  and   retail),
personal  communications,  equipment  sales  and  paging   resale
services  in  Connecticut,  Rhode Island  and  certain  areas  in
Massachusetts,  through  its  subsidiaries  SNET  Cellular,  Inc.
("Cellular"),  SNET  Mobility, Inc. ("Mobility")  and,  prior  to
1996, SNET Paging, Inc. ("Paging").

SNET Cellular, Inc.

Cellular was incorporated in 1985 under the laws of the State  of
Connecticut.   In  1990, Cellular formed the Springwich  Cellular
Limited  Partnership  ("Springwich") with  four  other  partners.
Springwich  is  authorized  to provide wholesale  cellular  radio
telecommunications  services  in the  Hartford,  New  Haven,  New
London,   and   Fairfield,   Connecticut   New   England   County
Metropolitan   Areas   ("NECMAs")   and   in   the   Springfield,
Massachusetts  NECMA.   Springwich also is  licensed  to  provide
cellular wholesale service in three Rural Service Areas,  Windham
and  Litchfield  Counties in Connecticut and Franklin  County  in
Massachusetts.

In  July  1995, Cellular purchased from Bell Atlantic Corporation
("Bell  Atlantic"),  NYNEX  Corporation  ("NYNEX")  and  Richmond
Telephone  Company, for approximately $456 million in  aggregate,
certain  cellular properties in Rhode Island and New Bedford  and
Pittsfield,   Massachusetts,  and  an   increased   interest   in
Springwich.   In  total, these acquisitions  expanded  Cellular's
service  area  by  approximately  2.3  million  POPs  (population
equivalents) to approximately 5.5 million POPs along  the  Boston
to  New  York  corridor.   Under the new  partnership  structure,
Cellular holds a 98.6% partnership interest in Springwich.

Cellular has "roamer agreements" with other carriers which  allow
the  carriers' subscribers access to Cellular's network and allow
Cellular's  subscribers access to other networks  throughout  the
United States and Canada.

Cellular  is currently subject to FCC jurisdiction.  In  November
1996,  the  DPUC  opened an investigation  to  determine  whether
wireless   service  was  a  replacement  for  landline  telephone
service.  The DPUC will review number administration, Connecticut
market conditions, intrastate land line local and toll usage, and
cellular intrastate usage.  If wireless service is determined  to
be  a  replacement  for  land line service,  the  DPUC  plans  to
petition the FCC for rate regulation authority.

During  1994,  the  FCC issued a spectrum plan  allocating  radio
spectrum  to  be  licensed  for the  provision  of  new  personal
communications  services  ("PCS").  As  a  result  of  the  plan,
licenses  for  separate  blocks of  spectrum  were  auctioned  to
potential PCS providers in geographic areas of the United  States
through   

                               8



1996.   Various  telecommunications  groups,  including primarily 
all the nation's largest telephone companies, competed for licenses  
to  offer  PCS  in  markets  including  Cellular's coverage area.  
These blocks of spectrum could be used to provide a  range of 
wireless services including advanced paging, wireless data  services 
and two-way voice communications.  The Corporation did not participate  
in these auctions since  it  had  adequate spectrum to provide 
competitive services.

In  July  1995, Bell Atlantic and NYNEX completed the  merger  of
their cellular service properties.  This combination created  the
largest  wireless  service provider on the  East  Coast  and  the
second largest provider in the United States.

Cellular  expects increasing competition from new  alliances  and
the  impact  from auctions of PCS licenses.  A purchaser  of  PCS
spectrum  is  expected  to launch the first  digital  service  in
Connecticut during 1997, creating a third major wireless provider
in  the  state.   Cellular has made and  will  continue  to  make
investments in network expansion and enhancements.

SNET Mobility, Inc.

Mobility was incorporated in 1985 under the laws of the State  of
Connecticut  under  its predecessor's name SNET  MobileCom,  Inc.
Mobility purchases wholesale cellular communications service from
Springwich  and  resells cellular communications service  to  the
retail market under the registered trademark LINX[R] in Springwich's
service area.

During  1996, Mobility launched SNET Personal Phone Service[SM],  a
Local  Service  Area concept where subscribers may  choose  their
county  of service at a favorable rate in contrast to traditional
cellular  service, which is made available at  peak  and  offpeak
rates  for  entire  cellular  markets.   Mobility  is  the  first
provider of this service in its franchise area.

Mobility  markets its services through its internal  sales  force
and through agreements with third-party distributors and dealers.
Mobility  anticipates continuing competition from local, regional
and  national  resellers.   Over  the  past  few  years,  intense
competition  for  new  subscribers has led to  increases  in  the
market  and  increases  in  selling and  promotional  costs.   In
response to this competition, Mobility continues to evaluate  the
quality of its distribution channels, price aggressively,  bundle
with   other  telecommunications  services  and  introduce   both
creative customer acquisition programs and differentiated  value-
added services.

SNET Paging, Inc.

Paging  was incorporated in February 1990 under the laws  of  the
State  of Connecticut and launched service on April 1, 1991.   On
June  30,  1995, Paging and a subsidiary completed  the  sale  of
substantially   all  of  its  paging  network  assets   and   the
subsidiary's  reseller accounts, to Paging Network of  New  York,
Inc.   Paging  was  merged into Mobility on May  30,  1996,  with
Mobility retaining the Paging retail accounts and continuing,  as
a  reseller, to market paging services under the Page 2000[R] brand
name.

                  INFORMATION AND ENTERTAINMENT

Publishing Operations

The   Telephone  Company's  publishing  operations  produces  and
distributes traditional paper products including White and Yellow
Pages    directories   throughout   Connecticut   and    adjacent
communities.   To  strategically widen  its  business  focus  and
position   itself  for  the  future,  the  publishing  operations

                                9



introduced electronic publishing services, such as SNET Access[SM],
Consumer Tips and Electronic Yellow Pages.

The  Connecticut  advertising  marketplace  is  undergoing  major
structural  changes and is becoming increasingly more  fragmented
and   competitive.   The  publishing  division  faces   increased
competition  from  traditional  directory  publishers  and   non-
traditional   services   such   as  on-line   services,   desktop
publishing,   electronic  shopping  services,  CD-ROM   and   the
expansion   of   cable   television.    Furthermore,   additional
competition may arise from the Regional Bell Operating Companies'
ability to offer information services.

SNET Personal Vision, Inc.

On  September  6,  1996,  SNET Personal Vision,  Inc.  ("Personal
Vision")  received an 11 year license from the DPUC to operate  a
community  antenna television system that will serve  the  entire
state  of Connecticut.  Personal Vision also became a partner  in
the  americast  joint  venture  with  The  Walt  Disney  Company,
Ameritech  Corporation, BellSouth Corporation, SBC Communications
Inc.  and GTE Corporation.  The partnership will provide  a  full
range  of americast[TM] programming and marketing services and access
to  the  joint venture's innovative technology.  Personal  Vision
will  launch its cable service, SNET americast, in the spring  of
1997.

Internet Service

On  January  31,  1996, the Corporation launched SNET Internet[SM]
access  service,  which allows all subscribers in  the  state  of
Connecticut to access the Internet with a local phone call.

                         OTHER SERVICES

SNET Real Estate, Inc.
                                
SNET  Real Estate, Inc. ("Real Estate") was incorporated in  1983
under  the laws of the State of Connecticut.  Real Estate is  the
owner  of  commercial  property which it leases  under  operating
leases  and is a 99% partner in a limited liability company  that
also  leases  commercial  property.  Currently,  Real  Estate  is
managing  its  existing  portfolio and is not  actively  pursuing
additional real estate investments.

Real  Estate faces a risk that real estate markets in  which  its
properties  are  located, primarily Connecticut, may  deteriorate
from  their  current  value.   This  risk  is  minimized  by  the
conservative  nature of Real Estate's portfolio,  a  majority  of
which is leased to affiliates.

Holding Company

On  February 15, 1995, the DPUC provided the Corporation  greater
flexibility  to diversify into new markets by lifting  to  40%  a
nine-year-old  restriction that prevented  the  Corporation  from
investing  more  than  25%  of its total  assets  in  unregulated
diversified activities without approval of the DPUC.  In  January
1997,  the Corporation requested the DPUC to completely lift  the
restriction.  A decision is expected in late June 1997.

                       EMPLOYEE RELATIONS

The Corporation and its subsidiaries employed approximately 9,350
persons  at  February  28, 1997, of whom  approximately  65%  are
represented  by the Connecticut Union of Telephone Workers,  Inc.
("CUTW"), an unaffiliated union.

                              10


On  April 12, 1995, a new labor contract was ratified by  members
of the Connecticut Union of Telephone Workers, Inc. ("CUTW").  As
part  of  the  new contract, a voluntary Early Out  Offer,  which
provided incentives in the form of enhanced pension benefits, was
available   to  bargaining-unit  employees  during   July   1995.
Approximately 2,700 bargaining-unit employees accepted the  offer
at that time and left the Corporation by June 1996.  CUTW members
who remained with the Corporation received a combination of basic
wage  and  lump  sum  increases to their wages  or  cash  balance
pension  plan account totaling 4.0% in January 1996 and  3.0%  in
January  1997.  In January 1998, they will receive a  combination
of basic wage and lump sum increases totaling 3.0%.  In addition,
the contract also provided a sign-on bonus and health benefit and
pension  enhancements.  The new labor agreement  will  expire  on
August  8, 1998.  The contract is intended to keep layoffs  to  a
minimum while enabling the Corporation to position itself to meet
increasing competition.


Item 2.  Properties

The   principal  properties  of  the  Corporation  do  not   lend
themselves  to a detailed description by character and  location.
The  majority of telecommunications property, plant and equipment
of  the  Corporation is owned by the Telephone Company.   Of  the
Corporation's  investment in telecommunications  property,  plant
and  equipment  at  December 31, 1996, central  office  equipment
represented 41%; connecting lines not on customers' premises, the
majority  of  which are over or under public roads,  highways  or
streets  and  the  remainder  over  or  under  private  property,
represented  35%;  land  and buildings (occupied  principally  by
central  offices)  represented  12%;  telephone  instruments  and
related wiring and equipment, including private branch exchanges,
substantially  all  of  which are on the premises  of  customers,
represented  1%;  and  other, principally  vehicles  and  general
office equipment, represented 11%.

Substantially  all of the central office equipment  installations
and   administrative  offices  are  located  in  Connecticut   in
buildings  owned by the Telephone Company situated on land  which
it   owns  in  fee.   Many  garages,  service  centers  and  some
administrative offices are located in rented quarters.

The  Corporation has a significant investment in the  properties,
facilities  and equipment necessary to conduct its business  with
the   overwhelming  majority  of  this  investment  relating   to
telephone operations.  Management believes that the Corporation's
facilities  and  equipment  are suitable  and  adequate  for  the
business.

Capital Expenditures

The Corporation has been making, and expects to continue to make,
significant   capital  expenditures  to  meet  the   demand   for
telecommunications services and to further improve such services.
The  total  gross  investment in property,  plant  and  equipment
increased from approximately $4.0 billion at December 31, 1991 to
approximately  $4.7  billion at December 31, 1996,  after  giving
effect   to   retirements,  but  before   deducting   accumulated
depreciation  at  either  date.  Since 1992,  cash  expended  for
capital additions was as follows:

Dollars in Millions,     1996    1995    1994    1993    1992
For the Years Ended
Cash Expended for                                       
  Capital Additions      $367    $354    $282    $267    $290

In 1996, the Corporation funded its cash expenditures for capital
additions entirely through cash flows from operations.  In  1997,
capital  additions are expected to be approximately $435 million,
including  

                                11


estimated additions of $262 to the wireline  network.  The Corporation 
expects to fund substantially all of its 1997 capital additions through 
cash flows from operations.

The buildout of I-SNET, a $4.5 billion investment, is expected to
be   completed  by  2007.   I-SNET,  a  statewide  telephony  and
information  superhighway,  is an  advanced  network  capable  of
delivering  voice,  video  and a full range  of  information  and
interactive  multimedia  services.  I-SNET  passed  approximately
234,000  households  by December 1996 and  is  expected  to  pass
approximately 334,000 households by December 1997.  The Telephone
Company  plans  to  support  this  investment  primarily  through
increased productivity from the new technology deployed,  ongoing
cost-reduction  initiatives  and  customer  demand  for  the  new
services offered, including SNET americast.


Item 3.  Legal Proceedings

The  Corporation and certain of its subsidiaries are involved  in
various  claims and lawsuits that arise in the normal conduct  of
their  business.  In the opinion of management,  upon  advice  of
counsel, these claims will not have a material adverse effect  on
the  financial position, operating results or cash flows  of  the
Corporation or its subsidiaries.


Item 4.  Submission of Matters to a Vote of Security Holders

No  matter  was  submitted to a vote of security holders  in  the
fourth quarter of the fiscal year covered by this report.

                             12



            Executive Officers of the Registrant (1)
                    (as of February 28, 1997)
                                
                                
                                                        Executive
                                                         Officer
       Name         Age(2)           Position             Since
                                                             
Daniel J. Miglio      56    Chairman, President and          
                             Chief Executive Officer       1/86
Jean M. LaVecchia     44    Senior Vice President-           
                             Organization Development      8/94
Fred T. Page          50    Senior Vice President-           
                             Network Services              2/96
Ronald M. Serrano     41    Senior Vice President-           
                             Communication, Information         
                             and Entertainment Group       1/93
Donald R. Shassian    41    Senior Vice President and        
                             Chief Financial Officer      12/93
                                
(1) Executive  officers  subject  to Section  16  of  the  Securities
    Exchange Act of 1934.
(2) As of December 31, 1996.


Mr.  Miglio,  Ms.  LaVecchia and Mr. Page have  held  high  level
managerial positions with the Corporation or its subsidiaries for
more  than the past five years.  Mr. Serrano was a Vice President
of   Mercer  Management  Consulting,  Inc.,  (formerly  Strategic
Planning  Associates) for more than five years prior  to  joining
the Corporation.  Mr. Shassian was a partner with Arthur Andersen
& Co., independent accountants, for more than five years prior to
joining the Corporation.

                                13



                             PART II


Item  5.  Market  for the Registrant's Common Stock  and  Related
Stockholder Matters

The common stock of the Corporation is listed on the New York and
Pacific  stock  exchanges and the number of  holders  of  record,
computed  on the basis of registered accounts, was 50,458  as  of
February  28,  1997.  Information with respect to  the  quarterly
high,  low  and closing sales price for the Corporation's  common
stock  and quarterly cash dividends declared is included  in  the
registrant's Annual Report to Shareholders on page 30  under  the
caption "Market and Dividend Data" and is incorporated herein  by
reference pursuant to General Instruction G(2).


Items 6 through 8.

Information required under Items 6 through 8 is included  in  the
registrant's  combined  1996 Annual Report  to  Shareholders  and
Proxy  Statement dated March 20, 1997 on pages 6  through  29  in
their  entirety and is incorporated herein by reference  pursuant
to General Instruction G(2).

The  Corporation  will  adopt Statement of  Financial  Accounting
Standards ("SFAS") No. 128, "Earnings Per Share," in fiscal  year
1998.   SFAS  No.  128 establishes standards  for  computing  and
presenting  earnings per share.  Management does not  expect  the
adoption  of  SFAS  No.  128 to have a  material  impact  on  the
earnings per share calculation.

Item  9.  Changes  in  and  Disagreements  with  Accountants   on
          Accounting and Financial Disclosure

No changes in or disagreements with accountants on any accounting
or  financial  disclosure occurred during the period  covered  by
this report.


                            PART III


Items 10 through 13.

Information required under Items 10 through 13 is included in the
registrant's  combined  1996 Annual Report  to  Shareholders  and
1997 Proxy  Statement  dated March 20, 1997 on  pages  35 through 44.  
Such information is incorporated herein by reference pursuant 
to General Instruction G(3).

Information  regarding  executive  officers  of  the   registrant
required by Item 401(b) and (e) of Regulation S-K is included  in
Part I of this Annual Report on Form 10-K, following Item 4.

                             14



                          PART IV


Item 14.  Exhibits, Financial Statement Schedule, and Reports on Form 8-K

(a)  Documents filed as part of the report:                          Page
                                                        
     (1)  Report of Management                                         *
                                                        
          Report of Independent Accountants                            *
                                                        
          Consolidated Financial Statements:               
                                                        
            Consolidated Statements of Income (Loss) - for the     
              years ended December 31, 1996, 1995 and 1994             *
                                                        
            Consolidated Balance Sheets - as of            
              December 31, 1996 and 1995                               *
                                                        
            Consolidated Statements of Changes in Shareholders'         
              Equity - for the years ended December 31, 1996, 
              1995 and 1994                                            *
                                                        
            Consolidated Statements of Cash Flows - for the       
              years ended December 31, 1996, 1995 and 1994             *
                                                        
            Notes to Consolidated Financial Statements                 *
     
     (2) Consolidated Financial Statement Schedule for the year 
         ended December 31, 1996
                                                        
            Report of Independent Accountants                         20
                                                        
            II - Valuation and Qualifying Accounts                    21
                                                        
     Schedules other than those listed above have been omitted 
     because the required information is contained in the 
     financial statements and notes thereto, or because such 
     schedules are not applicable.
                                                        
* Incorporated herein by reference to the appropriate portions
  of the registrant's combined 1996  Annual Report to Shareholders
  and 1997 Proxy Statement dated March 20, 1997 [see Part II].

                              15



  (3) Exhibits:                                 

Exhibits  identified in parentheses below, on file with the  SEC,
are   incorporated  herein  by  reference  as  exhibits   hereto.
Exhibits numbered 10(iii)(A)1 through 10(iii)(A)16 are management
contracts or compensatory plans required to be filed as  exhibits
pursuant to Item14(c) of Form 10-K.


Exhibit  
Number
         
3a            Amended  and  Restated Certificate of Incorporation
              of  the registrant as filed  June 14, 1990 (Exhibit
              3-A to Form SE dated 3/15/91, File No. 1-9157).
             
3b            By-Laws  of the registrant as amended and  restated
              through  October 10, 1990 (Exhibit 3  to  Form  8-K
              dated 10/10/90, File No. 1-9157).
         
4a            Rights  Agreement dated December 11,  1996  between
              Southern     New     England     Telecommunications
              Corporation  and  State  Street  Bank   and   Trust
              Company,  as  Rights Agent (Exhibit 4 to  Form  8-K
              dated 12/11/96, File No. 1-9157).
             
4b            Indenture  dated  December  13,  1993  between  The
              Southern  New England Telephone Company  and  Fleet
              National  Bank of Connecticut, Trustee,  issued  in
              connection with the sale of $200,000,000 of 6  1/8%
              Medium-Term Notes, Series C, due December 15,  2003
              and  $245,000,000  of  7  1/4%  Medium-Term  Notes,
              Series  C,  due  December 15, 2033 (Exhibit  4b  to
              1994 Form 10-K dated 3/10/95, File No. 1-9157).
         
4c            Indenture   dated   July  10,  1991   between   the
              registrant  and Fleet National Bank of Connecticut,
              Trustee,  issued  in connection with  the  sale  of
              $100,000,000  of 6 1/2% Medium-Term  Notes, Series  
              2, due August 15, 2000 and $200,000,000  of 7%  
              Medium-Term  Notes, Series 2,  due  August  15,
              2005  (Exhibit 4c to 1995 Form 10-K dated  3/20/96,
              File No. 1-9157).
         
10(iii)(A)1   SNET Short Term Incentive Plan as amended February
              8,  1995  (Exhibit 10(iii)(A)1 to 1994  Form  10-K
              dated 3/10/95, File No. 1-9157).
         
10(iii)(A)2   SNET Long Term Incentive Plan as amended March  1,
              1993  (Exhibit 10(iii)(A)2 to 1992 Form 10-K dated
              3/23/93, File No. 1-9157).
         
10(iii)(A)3   SNET   Financial  Counseling  Program  as  amended
              January  1987  (Exhibit  10-D  to  Form  SE  dated
              3/23/87-1, File No. 1-9157).
         
10(iii)(A)4   Group Life Insurance Plan and Accidental Death and
              Dismemberment Benefits Plan for Outside  Directors
              of  SNET as amended July 1, 1986 (Exhibit 10-E  to
              Form SE dated 3/23/87-1, File No. 1-9157).
         
                              16



  (3) Exhibits (continued):                     
         
Exhibit  
Number
         
10(iii)(A)5   SNET  Pension Benefit Plan as amended  November  1,
              1991  (Exhibit 10-A to Form SE dated 3/20/92,  File
              No.  1-9157).   Amendment dated  December  8,  1993
              (Exhibit  10(iii)(A)5  to  1993  Form  10-K  dated
              3/23/94,   File   No.  1-9157).   Amendment  dated
              February 8, 1995 (Exhibit 10(iii)(A)5 to 1994  Form
              10-K  dated  3/10/95, File No. 1-9157).  Amendments
              effective  December 13, 1995 and  January  1,  1996
              (Exhibit  10(iii)(A)5  to  1995  Form  10-K   dated
              3/20/96, File No. 1-9157).
         
10(iii)(A)6   SNET  Management Pension Plan as amended March  31,
              1995.   Amendments  effective  December  20, 1995
              through April 1, 1996 (Exhibit 10(iii)(A)6 to  1995
              Form 10-K dated 3/20/96, File No. 1-9157).  Amendments
              effective April 1, 1996 through December 18, 1996.
         
10(iii)(A)7   SNET  Incentive  Award  Deferral  Plan  as  amended
              March 1, 1993 (Exhibit 10(iii)(A)7 to 1992 Form 10-K
              dated 3/23/93, File No. 1-9157).
         
10(iii)(A)8   SNET  Mid-Career  Pension Plan as amended  November
              1,  1991  (Exhibit 10-D to Form SE  dated  3/20/92,
              File  No.  1-9157).   Amendment dated  December  8,
              1993  (Exhibit 10 (iii)(A)8 to 1993 Form 10-K dated
              3/23/94, File No. 1-9157).
         
10(iii)(A)9   SNET  Deferred  Compensation Plan for  Non-Employee
              Directors  as  amended  January  1,  1993  (Exhibit
              10(iii)(A)9  to 1992 Form 10-K dated 3/23/93,  File
              No. 1-9157).
         
10(iii)(A)10  Change-in-Control Agreements (Exhibit 10-F to  Form
              SE dated 3/15/91, File No. 1-9157).
         
10(iii)(A)11  SNET  1986  Stock Option Plan as amended  March  1,
              1993  (Exhibit 10(iii)(A)11 to 1992 Form 10-K dated
              3/23/93, File No. 1-9157).
         
10(iii)(A)12  SNET   Retirement  and  Disability  Plan  for  Non-
              Employee  Directors  as  amended  April  14,   1993
              (Exhibit  10(iii)(A)12  to  1993  Form  10-K  dated
              3/23/94,   File  No.   1-9157).   Amendment   dated
              February  14,  1996.
         
10(iii)(A)13  SNET  Non-Employee  Director Stock  Plan  effective
              January  1,  1994 (Exhibit 4.4 to Registration  No.
              33-51055 on Form S-8, File No. 1-9157).
         
10(iii)(A)14  Description  of  SNET Executive Retirement  Savings
              Plan  (Exhibit 10(iii)(A)14 to 1993 Form 10-K dated
              3/23/94, File No. 1-9157).
         
10(iii)(A)15  SNET  1995  Stock  Incentive Plan (Exhibit  4.4  to
              Registration No. 33-64975, File No. 1-9157).
         
10(iii)(A)16  SNET  Non-Employee  Director Stock  Plan  effective
              June  1, 1996 (Exhibit 4.2 to Registration No. 333-
              05757 on Form S-8, File No. 1-9157).
         
                                17


  (3)      Exhibits (continued):                     
         
Exhibit  
Number
         
12            Computation of Ratio of Earnings to Fixed Charges.
         
13            Pages  6  through  30 of the registrant's 1996 Annual  
              Report  to  Shareholders for the fiscal year ended  
              December  31, 1996.
         
21            Subsidiaries of the Corporation.
         
23            Consent of Independent Accountants.
         
24a           Powers of Attorney.
         
24b           Board of Directors' Resolution.
         
27            Financial Data Schedule.
         
99a           Annual Report on Form 11-K for the plan year  ended
              December   31,   1996  for  the   SNET   Management
              Retirement  Savings  Plan  will  be  filed  as   an
              amendment prior to June 30, 1997.
         
99b           Annual Report on Form 11-K for the plan year  ended
              December  31,  1996  for the SNET  Bargaining  Unit
              Retirement  Savings  Plan  will  be  filed  as   an
              amendment prior to June 30, 1997.

The  Corporation will furnish, without charge, to  a  shareholder
upon  request  a  copy  of the combined  1996  Annual  Report  to
Shareholders   and  Proxy  Statement,  portions  of   which   are
incorporated by reference, and will furnish any other exhibit  at
cost.

(b)  Reports on Form 8-K:

     On  October 22, 1996, the Corporation and the Telephone Company
     filed, separately, reports on Form 8-K, dated October 22,  1996
     announcing  the Corporation's financial results for  the  third
     quarter  of  1996.  The Corporation's Form 8-K  also  announced
     the acquisition of Woodbury Telephone Company [see Note 2].
  
     On December 13, 1996, the Corporation filed a report on Form 8-K,
     dated  December  11, 1996 announcing  the  renewal  of  the
     existing  shareholder rights plan and declaring a  dividend  of
     one  preference share purchase right for each outstanding share
     of the Corporation's common stock [see Note 12].
  
     On  January 21, 1997, the Corporation and the Telephone Company
     filed,  separately,  reports on Form  8-K,  dated  January  21,
     1997, announcing the Corporation's 1996 financial results.
                           
                                 18
                           
                           
                           
                             SIGNATURES


Pursuant  to  the  requirements of Section 13  or  15(d)  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.

SOUTHERN NEW ENGLAND TELECOMMUNICATIONS CORPORATION

By  /s/ Donald R. Shassian
    Donald R. Shassian, Senior Vice President
      and Chief Financial Officer         March 20, 1997

Pursuant  to the requirements of the Securities Exchange  Act  of
1934,  this report has been signed below by the following persons
on behalf of the registrant and in the capacities and on the date
indicated.

PRINCIPAL EXECUTIVE OFFICER:

  Daniel J. Miglio*
  Chairman, President, Chief Executive Officer and Director


PRINCIPAL FINANCIAL AND ACCOUNTING OFFICER:

  Donald R. Shassian                      By  /s/ Donald R. Shassian
  Senior Vice President                   (Donald R. Shassian, as attorney-
  and Chief Financial Officer             in fact and on his own behalf)    



DIRECTORS:

  William F. Andrews*
  Richard H. Ayers*
  Zoe Baird*
  Robert L. Bennett*     
  Barry M. Bloom*                         March 20, 1997
  Frank J. Connor*
  William R. Fenoglio*
  Claire L. Gaudiani*
  James R. Greenfield*
  Ira D. Hall*
  Burton G. Malkiel*
  Frank R. O'Keefe, Jr.*                  * by power of attorney


                               19




                REPORT OF INDEPENDENT ACCOUNTANTS

To the Shareholders of
Southern New England Telecommunications Corporation:


Our  report on the consolidated financial statements of  Southern
New  England Telecommunications Corporation has been incorporated
by reference in this Form 10-K from the combined  Proxy Statement 
and 1996 Annual Report to Shareholders of Southern New England  
Telecommunications Corporation on page 13  therein. In connection 
with our audits of such financial statements, we  have also audited 
the related financial statement schedule for each of the  three 
years in the period ended December 31, 1996 listed in Item 14 (a) (2) 
of this Form 10-K.

In  our  opinion,  the financial statement schedule  referred  to
above,  when  considered  in relation to the  basic  consolidated
financial  statements taken as a whole, presents fairly,  in  all
material  respects,  the  information  required  to  be  included
therein.





Hartford, Connecticut                  COOPERS & LYBRAND L.L.P.
January 21, 1997


                             20



       SOUTHERN NEW ENGLAND TELECOMMUNICATIONS CORPORATION

         SCHEDULE II--VALUATION AND QUALIFYING ACCOUNTS
                      (Dollars in Millions)


COLUMN A       COLUMN B            COLUMN C            COLUMN D     COLUMN E
                                
                                  Additions
               Balance at                                            Balance
             beginning of  Charged to    Charged to                   at end
Description        period     expense  other accounts  Deductions  of period


Allowance for Uncollectible
  Accounts Receivable:
                                                                 
    Year 1996      $34.2       $42.6     $5.1  (a)    $54.5  (b)    $27.4
    Year 1995       29.8        23.1      3.6  (a)     22.3  (b)     34.2
    Year 1994       27.9        20.7      7.5  (a)     26.3  (b)     29.8

Allowance for Uncollectible
  Direct-Financing Lease Notes Receivable:
                                                                 
    Year 1996      $ 9.7       $ 1.8     $  -        $  0.5  (b)    $11.0
    Year 1995        8.4         1.4        -           0.1  (b)      9.7
    Year 1994       11.7         1.7        -           5.0  (b)      8.4

Restructuring Charge:
                                                                 
    Year 1996     $ 77.0       $  -      $  -        $ 45.5  (c)   $ 31.5
    Year 1995      264.9          -         -         187.9  (c)     77.0
    Year 1994      355.0          -         -          90.1  (c)    264.9


(a)  Includes amounts previously written off that were credited directly to 
     this account when recovered and miscellaneous amounts.

(b)  Includes amounts written off as uncollectible.  1996 also includes fully 
     reserved amounts written off of $17.8 as a result of a revised procedure 
     to write off uncollectible accounts receivable within a shorter time 
     frame.

(c)  Includes non-cash net pension and postretirement settlement gain charged 
     against the restructuring reserve of $65.1 in 1996 and curtailment
     losses of $102.2 and $14.2 in 1995 and 1994, respectively.


                                   21



                              EXHIBIT INDEX


Exhibits  identified in parentheses below, on file with the  SEC,
are   incorporated  herein  by  reference  as  exhibits   hereto.


Exhibit  
Number
         
3a            Amended  and  Restated Certificate of Incorporation
              of  the registrant as filed  June 14, 1990 (Exhibit
              3-A to Form SE dated 3/15/91, File No. 1-9157).
             
3b            By-Laws  of the registrant as amended and  restated
              through  October 10, 1990 (Exhibit 3  to  Form  8-K
              dated 10/10/90, File No. 1-9157).
         
4a            Rights  Agreement dated December 11,  1996  between
              Southern     New     England     Telecommunications
              Corporation  and  State  Street  Bank   and   Trust
              Company,  as  Rights Agent (Exhibit 4 to  Form  8-K
              dated 12/11/96, File No. 1-9157).
             
4b            Indenture  dated  December  13,  1993  between  The
              Southern  New England Telephone Company  and  Fleet
              National  Bank of Connecticut, Trustee,  issued  in
              connection with the sale of $200,000,000 of 6  1/8%
              Medium-Term Notes, Series C, due December 15,  2003
              and  $245,000,000  of  7  1/4%  Medium-Term  Notes,
              Series  C,  due  December 15, 2033 (Exhibit  4b  to
              1994 Form 10-K dated 3/10/95, File No. 1-9157).
         
4c            Indenture   dated   July  10,  1991   between   the
              registrant  and Fleet National Bank of Connecticut,
              Trustee,  issued  in connection with  the  sale  of
              $100,000,000  of 6 1/2% Medium-Term  Notes, Series  
              2, due August 15, 2000 and $200,000,000  of 7%  
              Medium-Term  Notes, Series 2,  due  August  15,
              2005  (Exhibit 4c to 1995 Form 10-K dated  3/20/96,
              File No. 1-9157).
         
10(iii)(A)1   SNET Short Term Incentive Plan as amended February
              8,  1995  (Exhibit 10(iii)(A)1 to 1994  Form  10-K
              dated 3/10/95, File No. 1-9157).
         
10(iii)(A)2   SNET Long Term Incentive Plan as amended March  1,
              1993  (Exhibit 10(iii)(A)2 to 1992 Form 10-K dated
              3/23/93, File No. 1-9157).
         
10(iii)(A)3   SNET   Financial  Counseling  Program  as  amended
              January  1987  (Exhibit  10-D  to  Form  SE  dated
              3/23/87-1, File No. 1-9157).
         
10(iii)(A)4   Group Life Insurance Plan and Accidental Death and
              Dismemberment Benefits Plan for Outside  Directors
              of  SNET as amended July 1, 1986 (Exhibit 10-E  to
              Form SE dated 3/23/87-1, File No. 1-9157).
         
10(iii)(A)5   SNET  Pension Benefit Plan as amended  November  1,
              1991  (Exhibit 10-A to Form SE dated 3/20/92,  File
              No.  1-9157).   Amendment dated  December  8,  1993
              (Exhibit  10(iii)(A)5  to  1993  Form  10-K  dated
              3/23/94,   File   No.  1-9157).   Amendment  dated
              February 8, 1995 (Exhibit 10(iii)(A)5 to 1994  Form
              10-K  dated  3/10/95, File No. 1-9157).  Amendments
              effective  December 13, 1995 and  January  1,  1996
              (Exhibit  10(iii)(A)5  to  1995  Form  10-K   dated
              3/20/96, File No. 1-9157).
         
10(iii)(A)6   SNET  Management Pension Plan as amended March  31,
              1995.   Amendments  effective  December  20, 1995
              through April 1, 1996 (Exhibit 10(iii)(A)6 to  1995
              Form 10-K dated 3/20/96, File No. 1-9157).  Amendments
              effective April 1, 1996 through December 18, 1996.
         
10(iii)(A)7   SNET  Incentive  Award  Deferral  Plan  as  amended
              March 1, 1993 (Exhibit 10(iii)(A)7 to 1992 Form 10-K
              dated 3/23/93, File No. 1-9157).
         
10(iii)(A)8   SNET  Mid-Career  Pension Plan as amended  November
              1,  1991  (Exhibit 10-D to Form SE  dated  3/20/92,
              File  No.  1-9157).   Amendment dated  December  8,
              1993  (Exhibit 10 (iii)(A)8 to 1993 Form 10-K dated
              3/23/94, File No. 1-9157).
         
10(iii)(A)9   SNET  Deferred  Compensation Plan for  Non-Employee
              Directors  as  amended  January  1,  1993  (Exhibit
              10(iii)(A)9  to 1992 Form 10-K dated 3/23/93,  File
              No. 1-9157).
         
10(iii)(A)10  Change-in-Control Agreements (Exhibit 10-F to  Form
              SE dated 3/15/91, File No. 1-9157).
         
10(iii)(A)11  SNET  1986  Stock Option Plan as amended  March  1,
              1993  (Exhibit 10(iii)(A)11 to 1992 Form 10-K dated
              3/23/93, File No. 1-9157).
         
10(iii)(A)12  SNET   Retirement  and  Disability  Plan  for  Non-
              Employee  Directors  as  amended  April  14,   1993
              (Exhibit  10(iii)(A)12  to  1993  Form  10-K  dated
              3/23/94,   File  No.   1-9157).   Amendment   dated
              February  14,  1996.
         
10(iii)(A)13  SNET  Non-Employee  Director Stock  Plan  effective
              January  1,  1994 (Exhibit 4.4 to Registration  No.
              33-51055 on Form S-8, File No. 1-9157).
         
10(iii)(A)14  Description  of  SNET Executive Retirement  Savings
              Plan  (Exhibit 10(iii)(A)14 to 1993 Form 10-K dated
              3/23/94, File No. 1-9157).
         
10(iii)(A)15  SNET  1995  Stock  Incentive Plan (Exhibit  4.4  to
              Registration No. 33-64975, File No. 1-9157).
         
10(iii)(A)16  SNET  Non-Employee  Director Stock  Plan  effective
              June  1, 1996 (Exhibit 4.2 to Registration No. 333-
              05757 on Form S-8, File No. 1-9157).
         
12            Computation of Ratio of Earnings to Fixed Charges.
         
13            Pages  6  through  30 of the registrant's 1996 Annual  
              Report  to  Shareholders for the fiscal year ended  
              December  31, 1996.
         
21            Subsidiaries of the Corporation.
         
23            Consent of Independent Accountants.
         
24a           Powers of Attorney.
         
24b           Board of Directors' Resolution.
         
27            Financial Data Schedule.
         
99a           Annual Report on Form 11-K for the plan year  ended
              December   31,   1996  for  the   SNET   Management
              Retirement  Savings  Plan  will  be  filed  as   an
              amendment prior to June 30, 1997.
         
99b           Annual Report on Form 11-K for the plan year  ended
              December  31,  1996  for the SNET  Bargaining  Unit
              Retirement  Savings  Plan  will  be  filed  as   an
              amendment prior to June 30, 1997.