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

X  ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE 
   ACT OF 1934.
     For the fiscal year ended December 31, 1995.

   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 per share   New York and Pacific Stock Exchanges
                              
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 29, 1996, 65,261,643 common shares were outstanding.

At February 29, 1996, the aggregate market value of the voting stock
held by non-affiliates was $2,665,600,545.

               DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant's combined Proxy Statement and 1995 Annual
Report to Shareholders dated March 20, 1996 issued in connection with
the 1996 Annual Meeting of Shareholders [Part II and Part III]

                               1



                        TABLE OF CONTENTS
                                
                                
Item                                                                  Page
                                                        
                           PART I                       
                                                        
1.    Business.........................................................  3
                                                        
2.    Properties....................................................... 12
                                                        
3.    Legal Proceedings................................................ 13
                                                        
4.    Submission of Matters to a Vote of Security Holders.............. 13
                             
                             PART II
                                                        
5.     Market for the Registrant's Common Stock and Related
        Stockholder Matters............................................ 15
                                                        
6.     Selected Financial Data......................................... 15
                                                        
7.     Management's Discussion and Analysis of Financial Condition
        and Operating Results.......................................... 15
                                                        
8.     Financial Statements and Supplementary Data..................... 15

9.     Changes in and Disagreements with Accountants on 
        Accounting and Financial Disclosure............................ 15
                             
                            PART III
                             
10.    Directors and Executive Officers of the Registrant.............. 15
                                                        
11.    Executive Compensation.......................................... 15
                                                        
12.    Security Ownership of Certain Beneficial Owners and Management.. 15
                                                        
13.    Certain Relationships and Related Transactions.................. 15

                             PART IV
                             
14.    Exhibits, Financial Statement Schedule, and Reports on Form 8-K. 16
                                
     
See page 14 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
SNET  Paging,  Inc. (providing cellular (wholesale  and  retail),
personal communications and paging resale services).  Information
and  entertainment includes directory publishing, advertising and
multimedia  services.   Non-telecommunications  services  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,  most  of  which  are
subject   to   various   degrees  of  rate   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  1995,  approximately  70%  of the Corporation's  consolidated
revenues and sales were derived from the Telephone Company's rate
regulated telecommunications services.  The remainder was derived
principally from the Corporation's other subsidiaries,  directory
publishing  operations,  and  activities  associated   with   the
provision  of facilities and non-access services to interexchange
carriers.   About  71%  of  the  operating  revenues  from   rate
regulated  services  were attributable to intrastate  operations,
with the remainder attributable to interstate access services.

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  services  have been 

                               3




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 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.   In 1996, the DPUC issued  a  decision  that
replaces  traditional rate of return regulation with  alternative
(price based) regulation to be employed during the transition  to
full competition [see State Regulatory Initiatives].


Competition

Connecticut's  telecommunications  industry  continues  to   move
toward   a   fully  competitive  marketplace  brought  about   by
legislative and regulatory initiatives during recent years.  As a
result  of  these  initiatives, the Corporation  is  experiencing
increased competition from interexchange carriers and competitive
access  providers  with  respect  to  the  wireline's  (Telephone
Company's)  existing services.  Management supports  bringing  to
customers   the   benefits  of  competition  and  affording   all
competitors  the  opportunity  to  compete  fairly.   As   demand
increases  for  telecommunications services  in  an  increasingly
competitive environment, the Corporation continues to seek growth
opportunities beyond its traditional services.

In  May 1994, the State of Connecticut Legislature enacted Public
Act  94-83 ("Act"), providing a new regulatory framework for  the
Connecticut  telecommunications industry.  The  Act,  which  took
effect on July 1, 1994, represents a broad strategic response  to
the changes facing the telecommunications industry in Connecticut
based   on  the  premise  that  broader  participation   in   the
Connecticut telecommunications market will be more beneficial  to
the   public  than  will  broader  regulation.   The  Act   opens
Connecticut  telecommunications  services  to  full  competition,
including local exchange service currently provided primarily  by
the   Telephone  Company,  and  encourages  the  DPUC  to   adopt
alternative   forms   of  regulation  for  telephone   companies,
including the Telephone Company.

The   DPUC  has  conducted,  and  is  conducting,  a  number   of
proceedings, in phases, to implement the Act.  In the competitive
phase,  the  DPUC addressed competition in the areas  of:   local
exchange  service;  alternative operator  services  and  customer
owned  coin  operated  telephone service; universal  service  and
lifeline  program  policy  issues;  unbundling  of  LECs'   local
networks;  and  reclassification of LECs' products  and  services
into   non-competitive,  emerging  competitive  and   competitive
categories.   During the alternative regulation phase,  the  DPUC
issued a decision replacing traditional rate of return regulation
with  alternative (price based) regulation to be employed  during
the transition to full competition.  In addition, the alternative
regulation  phase  involved a complete financial  review  of  the
Telephone Company and addressed cost of service, capital recovery
and service standards [see State Regulatory Initiatives].

The  Telephone  Company's  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.  Over 85 telecommunications providers  have
received  approval  from  the DPUC  to  

                              4



offer  "10XXX"  or  other competitive intrastate long-distance services.  
In addition, over 35 companies have filed for initial certificates of  
public convenience and necessity 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.  Also contributing
to  lower  intrastate  toll  revenues is  the  implementation  of
intrastate  equal  access  for all dual  preferred  interexchange
carrier  ("PIC") capable switches by December 1, 1996.   Although
the  DPUC ordered the Telephone Company to bear its proportionate
share  of  the costs to deploy the dual PIC technology, the  DPUC
added  the  estimated 1996 average net toll revenue loss  to  the
cost recovery formula.  These costs will be recovered through  an
intrastate  equal access rate element on the presubscribed  lines
of all carriers.

Since  the  introduction of "10XXX" competition,  major  carriers
have  increased  their marketing efforts in Connecticut  to  sell
intrastate  long-distance services to Connecticut customers.   In
response  to  competitors'  efforts, the  Telephone  Company  has
undertaken  a  number  of  initiatives.   The  Telephone  Company
remains  focused  on  providing excellent  customer  service  and
quality  products  and has made several changes  to  its  product
lines.

Throughout  1995, the Telephone Company, with its affiliate,  has
enhanced  several  discount calling  plans  in  its  High  Volume
Discount  Toll  service offering and realigned its  discount  and
rate  structures to provide Connecticut customers with  SNET  All
Distance[SM], a seamless toll service product line which includes a
discount  structure  that  combines  intrastate,  interstate  and
international  calling.   One  such product,  SNET  All  Distance
Simple  Solutions[SM],  was made available to  small  business  and
residence  customers beginning in September 1995.  This  easy-to-
understand calling plan provides simple, competitive rates with a
sliding discount based on calling volume.

Concerning   competition  for  local  exchange   service,   seven
telecommunications providers have been granted a  certificate  of
public  convenience  and  necessity for  local  service  and  one
additional application is pending before the DPUC.  The effect of
increased  competition  on  the Corporation's  operating  results
cannot  be  predicted  at this time.  While  some  customers  may
purchase services from competitors, the Corporation expects  that
most competitors will utilize the Telephone Company's network and
that  increased network access revenues will offset a portion  of
local  service  revenues lost to competition.  The  Corporation's
ability  to  compete continues to depend 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.   Local service  competition  began  in
early 1996.

Regulatory Matters

State Regulatory Initiatives

In   March  1996,  the  DPUC  issued  a  decision  that  replaces
traditional  rate  of return regulation with  alternative  (price
based)  regulation to be employed 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 are frozen  until  January  1,
1998,  at which time the price cap formula becomes effective  for
these services.  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)  

                             5




changes.  As of December 31, 1995, the Telephone Company's rate of return  
was below the 11.90% threshold.

On  July  5, 1995, the Telephone Company filed a tariff with  the
DPUC  to  offer  wholesale  local  service  and  certain  related
features.   The  service  provides  competitive  local   exchange
carriers   with   an  alternative  to  building   facilities   or
constructing  a  ubiquitous network to meet their  local  service
coverage obligations.  On December 20, 1995, the DPUC, in a final
decision,   established  interim  rates  for  unbundled   network
elements  and wholesale local service.  The rates will remain  in
effect  until  the Telephone Company files revised  cost  studies
during the second quarter of 1996.

Federal Regulatory Initiatives

On  February  1, 1996, the U.S. Congress passed legislation  that
created  broad  changes in telecommunications law and  regulation
nationwide.   The primary thrust of this legislation opens  local
telecommunications markets to competition and allows the Regional
Bell  Operating Companies to provide long-distance services.   In
addition, the legislation permits telecommunications companies to
enter  the  cable television business and eases cable regulation.
The  FCC  is required to adopt terms and conditions to  implement
the legislation in the near term.

The  majority  of  the  federal legislation  is  consistent  with
legislation enacted by the State of Connecticut in 1994.   Public
Act  94-83  opened the Connecticut telecommunications  market  to
competition,   and  the  DPUC  is  nearing  completion   of   the
implementation  proceedings.  Certain provisions of  the  federal
legislation relating to the prices the Telephone Company  charges
competitors  for  services could, however,  have  the  effect  of
producing   below   cost  prices,  therefore  necessitating   the
development of a significantly larger universal service fund than
previously anticipated.  If there are conflicts between state and
federal law for LECs, including the Telephone Company, with  less
than  2%  of  the nationwide access lines, federal  law  prevails
subject  to  a  waiver and modification process included  in  the
federal legislation.  The DPUC may grant a waiver or modification
of  the  federal law that is consistent with the public  interest
and  avoids a significant adverse economic impact on users  or  a
requirement that is unduly economically burdensome or technically
infeasible.

Under  price cap regulation, the FCC adopted an interim  plan  in
1995  for  interstate access rates, requiring LECs to incorporate
higher  productivity targets into their rates.  The interim  plan
requires  LECs  to choose from among three productivity  factors:
4.0%,  4.7%  or  5.3%.  The selected factor  is  subtracted  from
inflation-based price increases allowed each year to account  for
increasing  productivity.  If either the 4.0% or 4.7%  factor  is
chosen,  LECs must share 50% of earnings above a 12.25%  rate  of
return.   In  addition,  all earnings above  13.25%  and  16.25%,
respectively,  will be returned.  If the 5.3% factor  is  chosen,
all  earnings  can  be  retained without sharing.   In  addition,
companies  are  required to reinitialize their  price  cap  index
("PCI") on a one-time basis by reducing the PCI by 0.7% for  each
prior year in which they elected the 3.3% factor. The maximum PCI
reduction over the four year price cap period would therefore  be
2.8%.   The  Telephone  Company has elected a  3.3%  productivity
factor  each  year since entering price cap regulation  in  1991.
Accordingly,  the Telephone Company is required  to  reinitialize
its  PCI  downward by 2.8%.  The Telephone Company has  joined  a
number  of  other LECs in filing an appeal with the D.C.  Circuit
Court of Appeals challenging the lawfulness of this interim plan.
A decision on this appeal is expected in 1996.

In  September  1995,  the  FCC released two  further  notices  of
proposed  rulemaking  that  sought  comment  on  changes  to  the
established  price cap plan including productivity  measurements,
sharing, common line formula, exogenous costs and necessary price
cap  rule  changes  to respond to a competitive  environment  for
LECs.   In  response to the FCC, the Telephone Company  commented
that rule changes are required to 

                              6




allow price cap LECs to compete with alternate providers.  The FCC 
is expected to adopt new price cap rules in 1996.

The  Telephone  Company's  1995 annual interstate  access  tariff
filing  under  price cap regulation took effect August  1,  1995.
The  Telephone Company elected a 4.0% productivity factor and was
allowed to earn up to a 12.25% interstate rate of return annually
before  any sharing is required.  This filing, which was approved
by  the  FCC,  incorporated rate reductions of approximately  $10
million  in decreased interstate network access revenues for  the
period August 1, 1995 to June 30, 1996.  Management expects  this
decrease  to  be  partially offset by increased  demand.   As  of
December  31,  1995, the Telephone Company's interstate  rate  of
return was below the 12.25% threshold.

The  Telephone  Company's  1994 annual interstate  access  tariff
filing under price cap regulation took effect July 1, 1994.   The
Telephone  Company  elected a 3.3% productivity  factor  and  was
allowed to earn up to a 12.25% interstate rate of return annually
before  any sharing is required.  This filing, which was approved
by  the  FCC,  incorporated rate reductions of  approximately  $7
million  in  decreased annual interstate network access  revenues
for  the period July 1, 1994 to June 30, 1995.  This decrease was
offset by increased demand.

The Telephone Company will file its 1996 annual interstate access
tariff  on  April 2, 1996 to become effective July 1,  1996.  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  for  the  next
tariff period.

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 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
1994  indicating  it  is  in compliance  with  its  CAM,  and  is
currently undergoing an audit for the year 1995.

Capital Expenditures

The  network  access lines provided by the Telephone  Company  to
customers'  premises can be interconnected with the access  lines
of  other  telephone  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:

                           1995    1994    1993    1992    1991
Network Access Lines in                                   
 Service (thousands)      2,073   2,009   1,964   1,937   1,922

                              7






The Telephone Company has been making, and expects to continue to
make,  significant capital expenditures to meet  the  demand  for
regulated telecommunications services and to further improve such
services  [see  discussion of I-SNET[SM] in Item  2. Properties].
The  total  gross  investment in telephone plant  increased  from
approximately  $3.6 billion at December 31, 1990 to approximately
$4.2  billion  at  December  31, 1995,  after  giving  effect  to
retirements,  but  before deducting accumulated  depreciation  at
either date.  Since 1991, cash expended for capital additions was
as follows:

Dollars in millions,     
For the Years Ended     1995    1994    1993    1992    1991
Cash Expended for                                       
 Capital Additions      $280    $235    $232    $269    $296

In  1995, the Telephone Company funded its cash expenditures  for
capital  additions entirely through cash flows  from  operations.
In  1996, capital additions are expected to be approximately $349
million.  The Telephone Company expects to fund substantially all
of its 1996 capital additions through cash flows from operations.

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[SM], a calling plan for  small  business
and residence customers.  SNET America began offering service  in
the third quarter of 1993.

On   April   13,  1994,  the  DPUC  approved  a  joint  marketing
arrangement  between  the  Telephone  Company  and  SNET  America
enabling  the Telephone Company to sell SNET America's interstate
and   international  services,  and  SNET  America  to  sell  the
Telephone  Company's  intrastate  products  and  services.   This
arrangement  enabled  the Corporation to satisfy  its  customers'
long-distance  calling  needs with  a  single  point  of  contact
through the SNET All Distance[SM] service offerings.

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.

                               8 
                                
                                
                                
                              WIRELESS 

The   Corporation  provides  cellular  (wholesale  and   retail),
personal   communications   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 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 the  cellular
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.  During  1994,
the   Massachusetts  Department  of  Public  Utility  deregulated
cellular  services pursuant to congressional legislative  action.
In  August  1994,  the  DPUC filed a petition  with  the  FCC  to
continue rate regulation of wholesale cellular services.  The FCC
denied  the  DPUC  petition on May 19, 1995 and state  regulation
effectively  ended  June 19, 1995.  However,  the  DPUC  and  the
Attorney  General of Connecticut filed  on  July 13, 1995
a petition for review with the U.S. Court of  Appeals.
In  its  filings,  the DPUC claimed that the  FCC  had  made  its
decision  to end regulation based on a set of factors  that  were
inconsistent  with  the  standards that states  were  told  would
govern  their  petitions.  In late July 1995,  Cellular  filed  a
motion  for intervention with the U.S. Court of Appeals ("Court")
stating that the reinstitution of the DPUC's regulatory authority
at a time when Cellular is subject to increasing competition from
firms  that are not subject to DPUC rate regulation, would hamper
Cellular's ability to respond to such competition.  Briefs on the
petition  for review were filed with the Court and a hearing  was
held  on  October 31, 1995 and a final decision  is  expected  in
early 1996.

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   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.

                                9




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.  Cellular has made and
will  continue  to  make  investments in  network  expansion  and
enhancements  in  order  to effectively meet  the  needs  of  its
subscribers.

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 1995, Mobility conducted various market trials of personal
communication  services.   This  service  incorporates  a   Local
Service  Area  (LSA) 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.  Included was a trial for  the
SNET   Personal  Phone  Service[SM] in Hartford  and   Fairfield,
Connecticut   counties  with  approximately  1,000  participants.
Based  on  trial results, a formal product launch took  place  in
February  1996.  Mobility is the first to market 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  selling
and promotional costs.  Mobility anticipates that this trend will
continue  into  the  foreseeable future.   In  response  to  this
competition,  Mobility  continues  to  increase  the  number  and
quality  of  its  distribution channels, price  aggressively  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.  Paging 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 will retain its retail accounts and will  continue,
as a reseller, to market paging services under its 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  is
introducing  new  electronic publishing services,  such  as  SNET
Access[SM], Consumer Tips and Electronic Yellow Pages.  On June 30,
1994,  the  DPUC  lifted  a  restriction  which  prohibited   the
Telephone   

                              10




Company  from  developing  and  providing  electronic information 
services, including electronic publishing services.

Key  trends affecting publishing revenues include the Connecticut
economy  and  competition.  Publishing  revenues,  a  significant
portion of which reflect directory contracts entered into in  the
prior  year,  continue  to remain sensitive  to  the  Connecticut
economy,  which is in the early stages of recovery.  In addition,
the  Connecticut  advertising  marketplace  is  undergoing  major
structural  changes and is becoming increasingly more  fragmented
and   competitive.   The  publishing  division  faces   increased
competition  from  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  January  25,  1996,  SNET Personal  Vision,  Inc.  ("Personal
Vision"),  a  newly formed subsidiary, filed an application  with
the DPUC for a certificate of public convenience and necessity to
offer  cable television service throughout Connecticut.  Personal
Vision will use I-SNET, a hybrid fiber coaxial network, to  reach
customers with programming and pay-per-view services.  I-SNET  is
currently  under  construction and will  be  completed  by  2009.
Service,  pending regulatory approval, is expected  to  reach  in
excess of 20% of Connecticut households by the end of 1997.
                                
                                
                         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   further
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.

                                11



                       EMPLOYEE RELATIONS

The Corporation and its subsidiaries employed approximately 9,111
persons  at  February  29, 1996, of whom  approximately  63%  are
represented  by the Connecticut Union of Telephone Workers,  Inc.
("CUTW"), an unaffiliated union.
 
On  April 12, 1995, a new labor contract was ratified by  members
of  the CUTW.  As part of the new contract, a voluntary early-out
offer  ("EOO"), 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,
or  40.7%  of the total bargaining-unit work force, accepted  the
offer at that time.  As of December 31, 1995, 2,050 employees had
left  the Corporation, with the remaining 650 employees to  leave
no  later  than  June  1996.  CUTW members who  remain  with  the
Corporation  received a combination of basic wage  and  lump  sum
increases  to  their wages or cash balance plan account  totaling
4.0%  in  January 1996.  In both January 1997 and  January  1998,
they  will  receive  a combination of  basic wage  and  lump  sum
increases totaling 3.0%.  In addition, the contract also provides
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.

In December 1993, the Corporation recorded a restructuring charge
to  provide for a comprehensive restructuring program designed to
reduce  costs  and  improve delivery  of  service.   The  program
included   incremental   costs  to  be  incurred   for   employee
separations.   Total employee separations under the restructuring
program  are  expected  to approximate  up  to  4,000  employees.
Through   December  1995,  approximately  3,165  employees   (715
management  and  2,450 bargaining-unit employees,  or  20.0%  and
35.9% of the respective total work force at the inception of  the
restructuring program) had left the Corporation.  Total  employee
separations through the end of 1995 were offset partially  by  an
increase  in  provisional employees and growth  in  the  business
resulting in a net reduction in the Corporation's work  force  of
1,406  employees from 10,476 employees at year-end 1993 to  9,070
employees at year-end 1995.


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, 1995, central  office  equipment
represented 40%; connecting lines not on customers' premises, the
majority  of  which  are on or under public  roads,  highways  or
streets   and  the  remainder  on  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  2%;  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.


                              12

The  buildout of I-SNET, a $4.5 billion investment over 15 years,
is  expected  to  be  completed by  2009.   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  170,000 households by December  1995  and  brought
service  to  its first customer in October 1995.   The  Telephone
Company  expects I-SNET to pass approximately 230,000  households
and  provide telephony service on up to 80,000 lines by  December
1996.   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.



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.

                             13



            Executive Officers of the Registrant (1)
                    (as of February 29, 1996)
                                
                                
                                                                  Executive
                                                                   Officer
       Name         Age(2)           Position                       Since
                                                             
Daniel J. Miglio      55    Chairman, President and          
                             Chief Executive Officer                1/86
Jean M. LaVecchia     43    Senior Vice President-           
                             Organization Development               8/94
Fred T. Page          49    Senior Vice President-           
                             Network Services                       2/96
Ronald M. Serrano     40    Senior Vice President-Communication,           
                             Information and Entertainment Group    1/93
Donald R. Shassian    40    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, 1995.


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.

                             14




                             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 52,962  as  of
February  29,  1996.  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 47  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 Proxy Statement and 1995 Annual  Report  to
Shareholders dated March 20, 1996 on pages 22 through 46 in their
entirety  and  is  incorporated herein by reference  pursuant  to
General Instruction G(2).


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 Proxy Statement and 1995 Annual  Report  to
Shareholders  dated March 20, 1996 on pages 1  (commencing  under
the  caption "Proxy Information") through 5 and pages  8  through
11.    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.

                               15





                             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 on Consolidated Financial Statements                    *
                                                        
         Report of Audit Committee                                      *
                                                        
         Report of Independent Accountants                              *
                                                        
         Consolidated Financial Statements:               
                                                        
           Consolidated Statements of (Loss) Income - for the years
             ended December 31, 1995, 1994 and 1993                     *
            
           Consolidated Balance Sheets - as of 
             December 31, 1995 and 1994                                 *
                                                        
           Consolidated Statements of Changes in Shareholders' 
             Equity - for the years ended December 31, 1995, 
             1994 and 1993                                              *
             
           Consolidated Statements of Cash Flows - for the years 
             ended December 31, 1995, 1994 and 1993                     *
                                                        
           Notes to Consolidated Financial Statements                   *
     
     (2) Consolidated Financial Statement Schedule for the year 
         ended December 31, 1995
                                                        
           Report of Independent Accountants                            21
                                                        
           II - Valuation and Qualifying Accounts                       22
                                                        
     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 Proxy Statement and 1995
  Annual Report to Shareholders dated March 20, 1996 [see Part II].

                              16



  (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)15 are management contracts
or compensatory plans required to be filed as exhibits pursuant to 
Item 14 (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 February 11,  1987  between
             Southern     New     England     Telecommunications
             Corporation  and The State Street  Bank  and  Trust
             Company,  as  Rights Agent (Exhibit 1  to  Form  SE
             dated  2/13/87-1, File No. 1-9157).  Amendment  No.
             1  dated  December 13, 1989 (Exhibit 4 to  Form  SE
             dated 12/28/89, File No. 1-9157).  Amendment No.  2
             dated  October 10, 1990 (Exhibit 4 to Form SE dated
             10/12/90, File No. 1-9157).

4b           Indenture  dated  December 13,  1993  between  the
             registrant 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. 
         
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).
         
         
                              17

  (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 .
         
10(iii)(A)6  SNET  Management Pension Plan as amended March  31,
             1995.   Amendments effective December 20, 1995 
             through April 1, 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 January 1, 1994 (Exhibit  
              10(iii)(A)12 to 1994 Form 10-K dated 3/10/95, File No.   .
              1-9157).
         
10(iii)(A)13  SNET  Non-Employee  Director Stock  Plan  effective
              January  1,  1994 (Exhibit 4.4 to Registration  No.
              33-51055, 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).

         

                               18

  (3)      Exhibits (continued):                     
         
Exhibit  
Number

12            Computation of Ratio of Earnings to Fixed Charges.            

13            Pages 22  through 47 of the registrant's  combined
              Proxy   Statement   and  1995  Annual   Report   to
              Shareholders  for  the fiscal year  ended  December
              31, 1995.
         
21            Subsidiaries of the Corporation.
         
23            Consent of Independent Accountants.
         
24a           Power 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,   1995  for  the   SNET   Management
              Retirement  Savings  Plan  will  be  filed  as   an
              amendment prior to June 30, 1996.
         
99b           Annual Report on Form 11-K for the plan year  ended
              December  31,  1995  for the SNET  Bargaining  Unit
              Retirement  Savings  Plan  will  be  filed  as   an
              amendment prior to June 30, 1996.

The  Corporation will furnish, without charge, to  a  shareholder
upon  request  a  copy of the combined Proxy Statement  and  1995
Annual Report to Shareholders, portions of which are incorporated
by reference, and will furnish any other exhibit at cost.

(b)  Reports on Form 8-K:

  On  October 24, 1995, the Corporation and the Telephone Company
  filed, separately, reports on Form 8-K, dated October 23,  1995
  announcing  the Corporation's financial results for  the  third
  quarter of 1995.
  
  On  January 22, 1996, the Corporation and the Telephone Company
  filed,  separately,  reports on Form  8-K,  dated  January  22,
  1996,  announcing  the  Corporation's  1995  financial  results
  including  the fact  that it discontinued the use of  Statement
  of  Financial Accounting Standards No. 71, "Accounting for  the
  Effects of Certain Types of Regulation."

                               19

                           
                           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, 1996

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 and                  (Donald R. Shassian,as attorney-
  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, 1996
  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
                                                             

                                20

                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  1995  Annual Report to Shareholders of Southern New  England
Telecommunications Corporation on page 29 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, 1995 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 22, 1996


                                21

       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 at
             beginning    Charged to   Charged to                      end of
Description  of period       expense  other accounts Deductions        period 
                                                                   

Allowance for Uncollectible
  Accounts Receivable:
                                                                 
 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
 Year 1993     23.5           28.4        4.9  (a)      28.9  (b)       27.9

Allowance for Uncollectible
  Direct-Financing Lease Notes Receivable:
                                                                 
 Year 1995    $ 8.4          $ 1.4       $  -        $  0.1  (b)      $ 9.7
 Year 1994     11.7            1.7          -           5.0  (b)        8.4
 Year 1993      8.2           15.6          -          12.1  (b)       11.7

Restructuring Charge:
                                                                 
 Year 1995   $264.9          $   -       $  -        $187.9  (c)     $ 77.0
 Year 1994    355.0              -          -          90.1  (c)      264.9
 Year 1993        -          355.0          -             -           355.0


(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.

(c)  Includes non-cash amounts charged against the restructuring reserve of 
     $98.8 in 1995 and $26.5 in 1994, primarily net pension and postretirement
     curtailment losses.


                                22


                            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 February 11,  1987  between
             Southern     New     England     Telecommunications
             Corporation  and The State Street  Bank  and  Trust
             Company,  as  Rights Agent (Exhibit 1  to  Form  SE
             dated  2/13/87-1, File No. 1-9157).  Amendment  No.
             1  dated  December 13, 1989 (Exhibit 4 to  Form  SE
             dated 12/28/89, File No. 1-9157).  Amendment No.  2
             dated  October 10, 1990 (Exhibit 4 to Form SE dated
             10/12/90, File No. 1-9157).

4b           Indenture  dated  December 13,  1993  between  the
             registrant 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. 
         
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 .
         
10(iii)(A)6  SNET  Management Pension Plan as amended March  31,
             1995.   Amendments effective December 20, 1995 
             through April 1, 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 January 1, 1994 (Exhibit  
              10(iii)(A)12 to 1994 Form 10-K dated 3/10/95, File No.   .
              1-9157).
         
10(iii)(A)13  SNET  Non-Employee  Director Stock  Plan  effective
              January  1,  1994 (Exhibit 4.4 to Registration  No.
              33-51055, 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).


12            Computation of Ratio of Earnings to Fixed Charges.            

13            Pages 22  through 47 of the registrant's  combined
              Proxy   Statement   and  1995  Annual   Report   to
              Shareholders  for  the fiscal year  ended  December
              31, 1995.
         
21            Subsidiaries of the Corporation.
         
23            Consent of Independent Accountants.
         
24a           Power 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,   1995  for  the   SNET   Management
              Retirement  Savings  Plan  will  be  filed  as   an
              amendment prior to June 30, 1996.
         
99b           Annual Report on Form 11-K for the plan year  ended
              December  31,  1995  for the SNET  Bargaining  Unit
              Retirement  Savings  Plan  will  be  filed  as   an
              amendment prior to June 30, 1996.