SECURITIES AND EXCHANGE COMMISSION
            Washington, DC 20549

                 FORM 10-Q

  QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
   OF THE SECURITIES AND EXCHANGE ACT OF 1934

For Quarter ended December 31, 1996.

Commission File Number 0-13627.

              CTC COMMUNICATIONS CORP.
(Exact name of registrant as specified in its charter)

 Massachusetts                          04-2731202
(State or other jurisdiction of        (IRS Employer
incorporation or organization)      Identification No.)

360 Second Avenue, Waltham, Massachusetts       02154
(Address of principal executive offices)     (Zip Code)

                   (617) 466-8080
 (Registrant's telephone number including area code)


(Former name, former address and former fiscal year,
if changed since last report)


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  [ ]

      APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the Issuer's
classes of Common Stock, as of the latest practicable date:

As of February 4, 1997, 9,611,429 shares of Common Stock,
par value $.01 per share, were outstanding.
<PAGE>
<PAGE>
                         CTC COMMUNICATIONS CORP.
                                FORM 10-Q
                                  INDEX

<TABLE>
<S>         <C>         <C>                                             <C>  
Part I                  FINANCIAL STATEMENTS                            PAGE NO.

            Item 1.     Financial Statements
                         
                        Condensed Balance Sheets
                        as of December 31 and March 31, 1996              3

                        Condensed Statements of Income
                        Three Months Ended December 31, 1996 and 1995     4

                        Condensed Statements of Income
                        Nine Months Ended December 31, 1996 and 1995      5

                        Condensed Statements of Cash Flows
                        Nine Months Ended December 31, 1996 and 1995      6

                        Notes to Condensed Financial Statements           7

            Item 2.     Management's Discussion and Analysis of
                        Financial Condition and Results of Operations     8-10


Part II                 OTHER INFORMATION

            Item 1.     Legal Proceedings                                 Inapplicable

            Item 2.     Changes in Securities                             10

            Item 3.     Default Upon Senior Securities                    Inapplicable

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

            Item 5.     Other Information                                 Inapplicable

            Item 6.     Exhibits and Reports on Form 8-K
 
                        The following exhibits are included herein:

                       (3.1)  Restated Articles of Organization,
                              as amended 

                       (11)   Statements Regarding Computation
                              of Per Share Earnings
                              Three Months and Nine Months ended
                              December 31, 1996 and 1995



</TABLE>
The Company did not file any reports on Form 8-K during the 
three months ended December 31, 1996.



                                  2
<PAGE>
<PAGE>

                          CTC COMMUNICATIONS CORP.
                          CONDENSED BALANCE SHEETS
<TABLE>
<CAPTION>
                                               December 31,              March 31,
                                                  1996                     1996
                                             ---------------          --------------
ASSETS
Current Assets
<S>                                          <C>                      <C>
Cash and cash equivalents                    $  4,661,663             $  3,941,876
Accounts receivable, net                        9,382,002                6,557,229
Inventories                                         1,600                   25,190
Prepaid expenses and other current assets         692,785                  365,699
                                             -------------            -------------
     Total Current Assets                    $ 14,738,050             $ 10,889,994

Furniture, Fixtures and Equipment               6,706,987                6,046,493
Less accumulated depreciation                  (5,329,755)              (4,822,755)
                                             -------------            -------------
     Total Equipment                            1,377,232                1,223,738

Deferred tax asset                                277,000                  277,000
Other assets                                      114,635                  118,485
                                             -------------            -------------
     Total Assets                            $ 16,506,917             $ 12,509,217
                                             =============            =============
LIABILITIES AND STOCKHOLDERS EQUITY

Current Liabilities

Accounts payable and accrued expenses        $  1,378,874             $  1,176,804
Accrued salaries and related taxes              2,163,466                1,828,288
Deferred revenue                                    6,352                    9,302
Customer deposits                                   2,220                        0
                                             -------------            -------------
     Total Current Liabilities                  3,550,912                3,014,394

Stockholders' Equity

Common stock                                       96,109                   95,841
Additional paid in capital                      4,703,888                4,644,988
Retained-earnings                               8,291,833                4,889,819
                                             -------------            -------------
                                               13,091,830                9,630,648
Amounts due from stockholders                    (135,825)                (135,825)
                                             -------------            -------------
     Total Stockholders' Equity                12,956,005                9,494,823
                                             -------------            -------------
     Total Liabilities and 
     Stockholders' Equity                    $ 16,506,917             $ 12,509,217
                                             =============            =============

</TABLE>

The accompanying notes are an integral part of 
these financial statements.


                                 3
<PAGE>
<PAGE>
                       CTC COMMUNICATIONS CORP.
                    CONDENSED STATEMENTS OF INCOME

<TABLE>
<CAPTION>
                                                              Three Months Ended
                                                        December 31,        December 31,
                                                           1996                1995
                                                       -------------       -------------
Revenue
<S>                                                    <C>                 <C>
   Network service commission income                   $  7,265,608        $  7,003,197
   Resale product usage income                            2,928,179           1,323,601
                                                       -------------       -------------
                                                         10,193,787           8,326,798
Costs and expenses
   Cost of resale product                                 2,261,625           1,049,858
   Selling, general and administrative expenses           6,000,420           5,334,676
                                                       -------------       -------------
                                                          8,262,045           6,384,534
                                                       -------------       -------------
Income from operations                                    1,931,742           1,942,264

Other
   Interest income                                           48,126              49,727
   Interest expense                                          (3,237)                (34)
   Other                                                      2,369                  43
                                                       -------------       -------------
                                                             47,258              49,736
                                                       -------------       -------------
Income before income taxes                                1,979,000           1,992,000

Provision for income taxes                                  820,000             817,000
                                                       -------------       -------------
Net income                                             $  1,159,000        $  1,175,000
                                                       =============       =============
Net income per common share

   Primary                                             $       0.11        $       0.11
                                                       =============       =============
   Fully diluted                                       $       0.11        $       0.11
                                                       =============       =============
Weighted average number of common shares

   Primary                                               10,705,803          10,672,928
                                                       =============       =============
   Fully diluted                                         10,705,803          10,672,928
                                                       =============       =============
</TABLE>


The accompanying notes are an integral part of
these financial statements.

                                  4
<PAGE>
<PAGE>
                       CTC COMMUNICATIONS CORP.
                    CONDENSED STATEMENTS OF INCOME

<TABLE>
<CAPTION>
                                                               Nine Months Ended
                                                        December 31,        December 31,
                                                           1996                1995
                                                       -------------       -------------
Revenue
<S>                                                    <C>                 <C>
   Network service commission income                   $ 20,841,300        $ 19,759,276
   Resale product usage income                            7,977,015           3,668,316
                                                       -------------       -------------
                                                         28,818,315          23,427,592
Costs and expenses
   Cost of resale product                                 6,094,038           2,893,855
   Selling, general and administrative expenses          17,057,826          15,920,994
                                                       -------------       -------------
                                                         23,151,864          18,814,849
                                                       -------------       -------------
Income from operations                                    5,666,451           4,612,743

Other
   Interest income                                          133,632             117,299
   Interest expense                                          (9,643)               (604)
   Other                                                     10,774               9,162
                                                       -------------       -------------
                                                            134,763             125,857
                                                       -------------       -------------
Income before income taxes                                5,801,214           4,738,600

Provision for income taxes                                2,399,200           1,925,850
                                                       -------------       -------------
Net income                                             $  3,402,014        $  2,812,750
                                                       =============       =============
Net income per common share

   Primary                                             $       0.31        $       0.27
                                                       =============       =============
   Fully diluted                                       $       0.31        $       0.27
                                                       =============       =============
Weighted average number of common shares

   Primary                                               10,836,112          10,487,978
                                                       =============       =============
   Fully diluted                                         10,851,605          10,529,669
                                                       =============       =============
</TABLE>


The accompanying notes are an integral part of
these financial statements.

                                  5
<PAGE>
<PAGE>
                        CTC COMMUNICATIONS CORP.
                   CONDENSED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                                               Nine Months Ended
                                                        December 31,        December 31,
                                                           1996                1995
                                                       -------------       -------------
OPERATING ACTIVITIES
<S>                                                    <C>                 <C>
Net Income                                             $  3,412,014        $  2,812,750

Adjustments to reconcile net income to
 net cash provided by operating activities:
   Depreciation and amortization                            507,000             439,000

Changes in noncash working capital items:
   Accounts receivable                                   (2,824,773)         (2,375,672)
   Inventories                                               23,590              10,322
   Other current assets                                    (327,086)           (161,045)
   Other assets                                               3,850               3,600
   Accounts payable                                         202,070             434,980
   Accrued liabilities                                      335,178             843,352
   Accrued taxes                                                  0            (372,494)
   Deferred revenue                                          (2,950)                  0
   Customer deposits                                          2,220                   0
                                                       -------------       -------------
Net cash provided by operating activities                 1,321,113           1,634,793


INVESTING ACTIVITIES

Additions to equipment                                     (660,494)           (377,810)
                                                       -------------       -------------
Net cash used in investing activities                      (660,494)           (377,810)


FINANCING ACTIVITIES

Proceeds from the issuance of common stock                   59,168              71,217
Dividends Paid                                                    0                (840)
                                                       -------------       -------------
Net cash used by financing activities                        59,168              70,377


Increase in cash                                            719,787           1,327,360
Cash at beginning of year                                 3,941,876           2,390,546
                                                       -------------       -------------

Cash and cash equivalents at end of period             $  4,661,663        $  3,717,906
                                                       =============       =============
</TABLE>

The accompanying notes are an integral part
of these financial statements.

                                 6
<PAGE>
<PAGE>
                        CTC COMMUNICATIONS CORP.
                     NOTES TO FINANCIAL STATEMENTS

NOTE 1:  BASIS OF PRESENTATION

The accompanying condensed financial statements have been prepared
in accordance with the instructions to Form 10-Q and do not include
all the information and footnote disclosures required by generally
accepted accounting principles for complete financial statements.
In the opinion of management all adjustments (consisting of normal
recurring accruals) necessary for a fair presentation have been
included.  Operating results for the three and nine months ended
December 31, 1996 are not necessarily indicative of the results
that may be expected for the year ending March 31, 1997.  These
statements should be read in conjunction with the financial
statements and related notes included in the Company's Annual
Report on Form 10-K for the year ended March 31, 1996.

NOTE 2:  CASH DIVIDENDS

The Company has not paid cash dividends during the period
presented.

NOTE 3:  COMMITMENTS AND CONTINGENCIES

The Company is party to suits arising in the normal course of
business which either individually or in the aggregate are not
material.

NOTE 4.  COMMON STOCK TRANSACTIONS SUBSEQUENT TO SEPTEMBER 30, 1996

Through February 4, 1997, 10,274 shares of Common Stock were issued
as a result of employees exercising outstanding stock options.

NOTE 5.  NET INCOME PER SHARE

Net income per share is computed based on the weighted average
number of shares of common stock and, if dilutive, common stock
equivalent shares outstanding during the period.  Common stock
shares result from the assumed exercise of common stock options
using the treasury stock method.







                              7

<PAGE>
<PAGE>

Part I

Item 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

The following discussion should be read in conjunction with the
Financial Statements and Notes set forth elsewhere in this
Report.

RESULTS OF OPERATIONS - THREE MONTHS AND NINE MONTHS ENDED
DECEMBER, 31 1996 AS COMPARED TO THE THREE MONTHS AND NINE MONTHS
ENDED DECEMBER 31, 1995.

Total revenues for the third quarter of Fiscal 1997 increased 22%
to $10,194,000 from $8,327,000 for the same period for the
preceding year (Fiscal 1996).  Network service commission income,
which represents fees earned by the Company in its capacity as an
agent for various local and long distance telephone companies,
increased 4% to $7,266,000 for the three months ended December
31, 1996 from $7,003,000 for the third quarter of Fiscal 1996. 
Resale product usage income, which represents the gross billings
to commercial accounts on the Company's long distance and
Internet access networks, increased 121% to $2,928,000 from
$1,324,000 for the same period of the preceding fiscal year.

Total revenues for the nine month period ended December 31, 1996
increased 23% to $28,818,000 from $23,428,000 for the same period
of Fiscal 1996.  Network service commission income increased 5%
to $20,841,000 from $19,759,000 for the same period of the
preceding fiscal year.  For the nine month period, the Company
recognized resale product usage income of $7,977,000 as compared
to $3,668,000 for the same period of Fiscal 1996, an increase of
117%.

Network service commission income increased 4% and 5%,
respectively, for the three and nine months ended December 31,
1996, as compared to the same periods of the prior fiscal year. 
In both periods there was a sharp increase in the development of
new customer relationships, as well as substantial growth in unit
sales.  These increases were mitigated substantial decreases in
certain fees and commissions payable under the Company's 1996
NYNEX Sales Agency Contract, which is adjusted annually.  The
recently negotiated 1997 Sales Agency Contract resulted in no
significant changes in overall commission rates from 1996 levels. 
Accordingly, anticipated increases in unit sales are expected to
result in increases in revenue during calendar 1997.




                        8

<PAGE>
<PAGE>

For the quarter ended December 31, 1996, resale product usage
income included revenues derived from the reselling of Internet
access charges, as well as long distance services. The Company
intends to further leverage its customer relationships by
offering additional telecommunications products, including frame
relay, wireless services and pagers in subsequent quarters.

Selling, general, and administrative expenses increased 12% to
$6,000,000 for the third quarter of Fiscal 1997 as compared to
$5,335,000 for the third quarter of Fiscal 1996.  For the nine
month period ended December 31, 1996, selling, general and
administrative expenses increased 7% to $17,058,000, as compared
to $15,921,000 for the same period of the preceding fiscal year.

These increases are primarily attributable to the increases in
the variable sales commission and bonus expenses incurred in
connection with the increases in revenues.  In addition, the
Comany has increased the number of sales offices, particularly in
the Northeast, and hired additional account executives.  The
Company also expanded the facilities at several of its existing
sales branches.  The Company currently has the office space
capacity to expand its sales force to its goal of approximately
170 account executives by the end of 1997, from its current sales
force of 125.  During the same periods, the Company also made
additional investments in its information systems.

Operating income for the third quarter of Fiscal 1997 decreased
to $1,932,000 from $1,942,000 for the same period of Fiscal 1996. 
For the nine months ended December 31, 1996, operating income
increased to $5,666,000 from $4,613,000 for the same nine month
period of Fiscal 1996.  The Company estimates that it will
utilize an effective tax rate of approximately 41% for the
balance of Fiscal 1997.

The period ended December 31, 1996 marks the fourteenth
consecutive quarter of profits for the Company.  Management
believes that its strategy of building long term relationships
and offering additional products to these same customers, when
combined with continuing efforts to control costs, should result
in continued profitability throughout the balance of Fiscal 1997.


                          9 
<PAGE>
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

Working capital at December 31, 1996 amounted to $11,187,000, as
compared to $7,876,000 at March 31, 1996, an increase of 42%. 
Cash balances at December 31, 1996 totaled $4,662,000.

On September 26, 1996, the Company amended its revolving line of
credit agreement with Fleet Bank, which is available under
certain conditions, to provide for an increase in the credit line
to $5,000,000 from $3,000,000 at the prime rate of interest, with
additional LIBOR pricing options.

The Company presently has no bank debt and expects that the
revolving credit line, together with cash flows from operations,
will be sufficient to meet the cash requirements of the Company
for the next twelve months.

The foregoing statements in Part I Item 2 regarding the Company's
intent to further leverage its customer relationships, its intent
to expand its sales force, its expectation of continued
profitability throughout the remainder of Fiscal 1997, its
expectation of increased network service commission income in
1997 and its ability to meet its cash requirements for the next
12 months are forward looking statements made in good faith
pursuant to the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995.  There are several
factors that could cause actual results to differ materially from
those contained in such forward looking statements, including the
Company's inability to hire and retain experienced account
executives and increased competitive pressures from current and
additional suppliers of local and long-distance telephone
services.

Part II

Item 2

(c)  During the quarter ended December 31, 1996, the registrant
issued a total of 9,787 shares of common stock for an aggregate
consideration of $12,330.70 pursuant to the exercise of employee
incentive stock options by five employees of the registrant.  The
shares were issued in reliance upon the exemption from
registration provided by Section 4(2) of the Securities Act of
1933, as amended, as transactions by an issuer not involving a
public offering.  The recipients of the securities represented
their intention to acquire the securities for investment only and
not with a view to or for sale in connection with any
distribution thereof and appropriate legends were attached to the
share certificates and stop transfer orders given to the
registrant's transfer agent.  All recipients had adequate access
to information regarding the registrant.


                         10
<PAGE>
<PAGE>


                          SIGNATURES



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


                                   CTC COMMUNICATIONS CORP.


Date: February 12, 1997             /s/  ROBERT J. FABBRICATORE
                                    ----------------------------
                                         Robert J. Fabbricatore
                                         Chief Executive
                                         Officer


Date: February 12, 1997            /s/  JOHN D. PITTENGER
                                   -----------------------------
                                        John D. Pittenger
                                        Chief Financial
                                        Officer


























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