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                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549


                                   FORM 10-Q


               Quarterly Report Pursuant to Section 13 or 15(d)
                    of the Securities Exchange Act of 1934
                for the quarterly period ended January 30, 1999

                        Commission File Number 0-19558


                     CENTIGRAM COMMUNICATIONS CORPORATION
            (Exact name of registrant as specified in its charter)


           Delaware                                   94-2418021
   (STATE OF INCORPORATION)                        (I.R.S. EMPLOYER
                                                IDENTIFICATION NUMBER)

                             91 East Tasman Drive
                          San Jose, California 95134
                   (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)


      Registrant's telephone number, including area code:  (408) 944-0250





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
                                     ----      ----

The number of outstanding shares (not including treasury shares) of the
Registrant's Common Stock as of February 26, 1999, was 6,492,000.

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<PAGE>

Part 1.  Financial Information
Item 1.   Financial Statements
                  Centigram Communications Corporation
                 Condensed Consolidated Balance Sheets
             (In thousands, except share and per share data)

                                                    January 30,  October 31, 
                                                       1999         1998
                                                    -----------  -----------
                                                    (Unaudited)    (Note)
Assets
Current assets:
    Cash and cash equivalents                          $12,478      $23,430
    Short-term investments                              37,070       33,760
    Trade receivables, net                              13,513       14,566
    Inventories                                          4,206        5,297
    Other current assets                                 1,623        1,745
                                                    -----------  -----------
        Total current assets                            68,890       78,798
Property and equipment, net                              5,550        6,653
Intangible assets, net                                   6,345        6,637
Deposits and other assets                                3,851        3,889
                                                    -----------  -----------
                                                       $84,636      $95,977
                                                    ===========  ===========

Liabilities and Stockholders' Equity
Current liabilities:
    Accounts payable                                    $5,414       $5,985
    Accrued compensation                                 2,930        4,034
    Patent settlement payable                              --         9,200
    Deferred income                                      4,776        4,394
    Accrued expenses and other liabilities               5,398        5,179
    Warranty and retrofit reserves                       1,840        1,977
                                                    -----------  -----------
        Total current liabilities                       20,358       30,769

Commitments and contingencies
Stockholders' equity:
    Preferred stock, $.001 par value, 1,000,000
        authorized; none outstanding                     --           --
    Common stock, $.001 par value, 25,000,000
        authorized; 7,171,000 outstanding and
        capital in excess of par value                  90,516       90,625
    Treasury stock, 610,000 and 597,000 shares,
        at cost                                         (6,923)      (6,867)
    Accumulated deficit                                (19,523)     (18,844)
    Accumulated other comprehensive income                 208          294
                                                    -----------  -----------
        Total stockholders' equity                     (26,238)     (25,417)
                                                    -----------  -----------
                                                       ($5,880)      $5,352
                                                    ===========  ===========

Note:  The balance sheet at October 31, 1998 has been derived from the 
audited financial statements at that date but does not include all of 
the information and footnotes required by generally accepted accounting 
principles for complete financial statements.  See accompanying notes.
<PAGE>


                    Centigram Communications Corporation
          Condensed Consolidated Statements of Operations (Unaudited)
                    (In thousands, except per share data)
<TABLE>
<CAPTION>
                                             Quarter Ended
                                        ----------------------
                                        January 30, January 31, 
                                          1999        1998
                                        ----------  ----------
<S>                                     <C>         <C>
Net revenue                               $20,233     $18,158

Cost and expenses:
  Costs of goods sold                       8,934       9,071
  Research and development                  4,153       4,972
  Selling, general and administrative       8,320      10,741
                                        ----------  ----------
      Total costs and expenses             21,407      24,784
                                        ----------  ----------
Operating loss                             (1,174)     (6,626)
Other income and expense, net                 590         723
                                        ----------  ----------
Loss before income taxes                     (584)     (5,903)
Provision for income taxes                     95          75
                                        ----------  ----------
Net loss                                    ($679)    ($5,978)
                                        ==========  ==========


Basic loss per share                       ($0.10)     ($0.85)
                                        ==========  ==========
Diluted loss per share                     ($0.10)     ($0.85)
                                        ==========  ==========
Shares used for basic and diluted loss
 per share                                  6,572       7,016
                                        ==========  ==========
</TABLE>
                        See accompanying notes.

<PAGE>















                         Centigram Communications Corporation
              Condensed Consolidated Statements of Cash Flows (Unaudited)
                                    (In thousands)
<TABLE>
<CAPTION>
                                                       Quarter Ended
                                                  ----------------------
                                                  January 30, January 31, 
                                                     1999        1998
                                                  ----------  ----------
<S>                                               <C>         <C>
Cash and equivalents, beginning of period           $23,430     $19,791

Cash flows from operations:
    Net loss                                           (679)     (5,978)
    Depreciation and amortization                     1,574       2,174
    Trade receivables                                 1,053       6,174
    Inventories                                       1,091         257
    Other assets                                        160         409
    Accounts payable                                   (571)        572
    Patent settlement payable                        (9,200)       --
    Accrued expenses and other liabilities             (640)       (447)
                                                  ----------  ----------
                                                     (7,212)      3,161
                                                  ----------  ----------
Cash flows used for investing:
    Purchase of short-term investments              (21,320)     (8,320)
    Proceeds from sales and maturities of
      short-term investments                         17,947      10,822
    Purchase of property and equipment                 (204)       (672)
                                                  ----------  ----------
                                                     (3,577)      1,830
                                                  ----------  ----------
Cash flows from financing:
    Proceeds from sale of common stock                  342       2,079
    Purchase of treasury shares                        (505)     (1,559)
    Principal payments on capital leases               --           (40)
                                                  ----------  ----------
                                                       (163)        480
                                                  ----------  ----------
Net change in cash and equivalents                  (10,952)      5,471
                                                  ----------  ----------
Cash and equivalents, end of period                 $12,478     $25,262
                                                  ==========  ==========
</TABLE>
                          See accompanying notes.
<PAGE>









                  Centigram Communications Corporation
        Notes to Condensed Consolidated Financial Statements (Unaudited)


Basis of Presentation
        The accompanying condensed consolidated financial statements have 
been prepared by the Company without audit and reflect all adjustments 
(consisting of normal recurring adjustments) which are, in the opinion of 
management, necessary to reflect a fair statement of the results for the 
interim periods.  For further information, refer to the audited 
Consolidated Financial Statements and footnotes included in the Company's 
Annual Report on Form 10-K for the fiscal year ended October 31, 1998.  The 
results of operations for the three month period ended January 30, 1999 may 
not necessarily be indicative of the results for the fiscal year ending 
October 30,1999 or any future period.

Inventories
 Inventories consisted of (in thousands):

                                            January 30,   October 31,
                                                1999          1998
                                            -----------   -----------
  Raw materials.....................              $650        $1,198
  Work-in-process...................             1,732         1,793
  Finished goods....................             1,824         2,306
                                            -----------   -----------
                                                $4,206        $5,297
                                            ===========   ===========


Loss Per Share
     Basic and diluted earnings per share are computed using the weighted 
average number of common shares outstanding during the period.  In 
computing diluted earnings per share in periods with income, the dilutive 
effect of options and convertible securities are also included in the 
earnings per share computation.  Options were outstanding during the three-
month periods ended January 30, 1999 and January 31, 1998, but were 
excluded from the computation of diluted net loss per share because the 
effect in these periods would have been anti-dilutive.

















     Basic and diluted loss per share amounts are computed by dividing 
net loss by the average number of shares outstanding.  The details of 
these computations are as follows:

                                                 Quarter Ended
                                            -------------------------
                                            January 30,   January 31,
(in thousands, except per share data)          1999          1998
------------------------------------------- -----------   -----------
  Net loss                                       ($679)      ($5,978)
                                            ===========   ===========
  Weighted average shares outstanding            6,572         7,016
  Effect of dilutive securities:
    Shares issued upon exercise of dilutive  
      outstanding stock options                    --            --
                                            -----------   -----------
  Adjusted weighted average shares               6,572         7,016
                                            ===========   ===========
  Basic loss per share                          ($0.10)       ($0.85)
                                            ===========   ===========
  Dilluted loss per share                       ($0.10)       ($0.85)
                                            ===========   ===========


Comprehensive Income (Loss)

     As of November 1, 1998, the Company adopted the Statement on 
Financial Accounting Standards No. 130 (SFAS 130), "Reporting 
Comprehensive Income." SFAS 130 establishes new rules for the reporting 
and display of comprehensive income and its components; however adoption 
of this Statement had no impact on the Company's net income or 
shareholders' equity. SFAS 130 requires unrealized gains or losses on 
the Company's available-for-sale securities and foreign currency 
translation adjustments to be included in other comprehensive income.  
Prior to adoption, unrealized gains or losses related to foreign 
currency translation adjustments were reported as a separate component 
of shareholders' equity.

   The following are the components of comprehensive income (loss):

                                                 Quarter Ended
                                            -------------------------
                                            January 30,   January 31,
(in thousands)                                 1999          1998
------------------------------------------- -----------   -----------
  Net loss                                       ($679)      ($5,978)
  Unrealized gain (loss) on investments            (63)           83
  Foreign curency translation adjustment           (23)            7
                                            -----------   -----------
                                                 ($765)      ($5,888)
                                            ===========   ===========





    The following are the components of accumulated other comprehensive
income, net of related tax:
                                            January 30,   October 31,
(in thousands)                                 1999          1998
------------------------------------------- -----------   -----------
  Unrealized gain on investments                  $279          $342
  Foreign currency translation adjustment          (71)          (48)
                                            -----------   -----------
                                                  $208          $294
                                            ===========   ===========


Pro Forma Information 
     In June 1998, the Company purchased substantially all of the 
assets of The Telephone Connection, Inc. ("TTC") for approximately $11.6 
million in cash, including transaction costs of $0.4 million.  The 
acquisition has been accounted for using the purchase method of 
accounting.
     In May 1998, the Company licensed and sold certain Customer 
Premise Equipment ("CPE') business unit assets to Mitel Corporation 
("Mitel") for $26.8 million in cash, and Mitel assumed certain of the 
Company's liabilities.
     The following pro forma summary represents the combined results of 
operations of the Company, plus the purchase of substantially all of the 
assets of TTC as adjusted to reflect the amortization of tangible and 
intangible assets acquired in the purchase, less the sale of the CPE 
business unit, as if each of these transactions had occurred at the 
beginning of fiscal 1998.  This summary does not purport to be 
indicative of what operating results would have been had these 
transactions been made as of the beginning of fiscal 1998 nor are they 
necessarily indicative of future operating results. 

                                                 Quarter Ended
                                            -------------------------
                                            January 30,   January 31,
(in thousands, except per share data)          1999           1998
------------------------------------------- -----------   -----------
  Net revenue                                  $20,233       $12,816
  Loss before income taxes                       ($584)      ($6,801)
  Net loss                                       ($679)      ($6,876)
  Basic and diluted loss per share              ($0.10)       ($0.98)



<PAGE>











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

     The following discussion contains forward-looking statements 
regarding future events or the future financial performance of Centigram 
that involve risks and uncertainties. These statements include but are 
not limited to statements related to changes in Centigram's research and 
development and selling, general and administrative expenses, 
Centigram's effective tax rate, Centigram's expenditures for capital 
equipment, and the sufficiency of Centigram's cash reserves.  Actual 
results could differ materially from those anticipated in these forward-
looking statements as a result of certain factors, including those set 
forth in this Management's Discussion and Analysis of Financial 
Condition and Results of Operations under "Certain Trends and 
Uncertainties," and elsewhere herein.
      Centigram designs, manufactures and markets wireless and wireline 
messaging, enhanced services and communication systems that integrate 
voice and facsimile on the Company's communications server and provide 
access to this multimedia information through a telephone or a PC.  
Centigram's applications all operate on common hardware and software 
platforms based on industry-standard hardware and software which is the 
Company's implementation of its Modular Expandable System Architecture 
(MESA). Centigram's system architecture enables a user generally to 
expand the capacity of a system in cost-effective increments from the 
Company's smallest to its largest system configuration. 
Centigram's systems can be integrated with wireline and wireless 
switches and paging terminal systems.  Such systems are used for 
switching telephone calls and integrating voice and facsimile messaging 
in a variety of service provider environments.  In addition, Centigram 
systems located at different sites can be linked together in a digital 
network.

Pro Forma Combined Condensed Statements of Operations 
     In June 1998, the Company purchased substantially all of the 
assets of The Telephone Connection, Inc. ("TTC") for approximately $11.6 
million in cash, including transaction costs of $0.4 million.  The 
acquisition has been accounted for using the purchase method of 
accounting.
     In May 1998, the Company licensed and sold certain Customer 
Premise Equipment business unit assets to Mitel Corporation (the "CPE 
Sale") for $26.8 million in cash, and Mitel assumed certain of the 
Company's liabilities














     The following pro forma statements represent the combined results 
of operations of the Company, plus the purchase of substantially all of 
the assets of TTC as adjusted to reflect the amortization of tangible 
and intangible assets acquired in the purchase, less the sale of the CPE 
business unit, as if each of these transactions had occurred at the 
beginning of fiscal 1998.  This summary does not purport to be 
indicative of what operating results would have been had these 
transactions been made as of the beginning of fiscal 1998 nor are they 
necessarily indicative of future operating results.

                                                 Quarter Ended
                                            -------------------------
                                            January 30,   January 31,
(in thousands, except per share data)          1999          1998
------------------------------------------- -----------   -----------
  Net revenue                                  $20,233       $12,816
  Cost and expenses:                                       
    Costs of goods sold                          8,934         6,793
    Research and development                     4,153         4,587
    Selling, general and administrative          8,320         8,976
                                            -----------   -----------
      Total costs and expenses                  21,407        20,356
                                            -----------   -----------
  Operating loss                                (1,174)       (7,540)
  Other income and expense, net                    590           739
                                            -----------   -----------
  Loss before income taxes                        (584)       (6,801)
  Provision for income taxes                        95            75
                                            -----------   -----------
  Net loss                                       ($679)      ($6,876)
                                            ===========   ===========
  Basic and diluted loss per share              ($0.10)       ($0.98)
                                            ===========   ===========
  Shares used for basic and diluted loss
    per share                                    6,572         7,016
                                            ===========   ===========

Results of Operations
     Net revenue for the first quarter of fiscal 1999 was $20.2 
million, which was 11% higher than net revenue for the corresponding 
quarter of fiscal 1998.  The increase in net revenue from the first 
quarter of 1998 reflects higher sales of large systems and system 
expansion products offset in part by lower sales of smaller system 
products.  The decrease  in sales of smaller system products from the 
prior year was primarily due to the CPE Sale.  Sales to international 
customers were 39% of revenues for the first quarter as compared to 42% 
in the similar period of 1998.
     On a pro forma basis, net revenue was $20.2 million and $12.8 
million for the first quarter of 1999 and 1998, respectively.  This 
increase in net revenue reflect higher sales of large systems and system 
expansion products to domestic customers.
Gross margin was 55.8% and 50.0% of net revenue in the first 
quarters of 1999 and 1998, respectively.  This 5.8% increase from the 
prior year's first quarter reflects a favorable mix of increased sales 
of the Company's large system and systems expansion products which 
typically have higher gross margins.  See "Certain Trends and 
Uncertainties."
     On a pro forma basis, gross margin was 55.8% and 47.0% for the 
first quarter of 1999 and 1998, respectively.  These increases in year 
over year pro forma gross margins reflect essentially the same factors 
as noted above.
     Research and development ("R&D") expenses decreased 16% in the 
first quarter of 1999 as compared to the corresponding quarter of 1998 
and represented 21% and 27% of net revenue, respectively.  These 
reductions in R&D expenses reflect savings resulting from lower R&D 
staffing levels and related costs and outside services due to the CPE 
Sale.  The Company believes that ongoing development of new products and 
features is required to maintain and enhance its competitive position 
and accordingly, the Company expects to continue to invest in R&D.
On a pro forma basis, R&D expenses decreased $0.4 million in the 
first quarter of 1999 as compared to 1998.  These reductions in pro 
forma R&D spending reflect savings from lower R&D staffing levels and 
related costs.  
     Selling, general and administrative ("SG&A") expenses for the 
first quarter were 23% below the SG&A expenses for the first quarter of 
fiscal 1998.  These decreases reflect primarily reduced sales, 
marketing and customer support expenses, including decreases in salaries 
and related costs due to the CPE Sale and other reductions in average 
headcount.  SG&A expenses represented 41%, and 59% of net revenue for 
the first quarter of 1999 and 1998, respectively. 
     On a pro forma basis, SG&A expenses decreased $0.7 million in the 
first quarter of 1999 as compared to 1998.  These decreases reflect the 
same factors as noted above.
     Other income and expense, net was $0.6 million and $0.7 million for 
the first quarter of 1999 and 1998, respectively.  Other income and 
expense, net, is composed primarily of interest income on investments, 
interest expense, and foreign currency transaction gains and losses.  The 
decrease in year over  year balances was primarily due to decreases in 
interest income on investments principally due to lower average investment 
balances.
     The Company recorded a provision for income taxes for the first 
quarter of fiscal 1999 and 1998 for anticipated foreign income tax 
liabilities.  No income tax benefits were recorded for the losses 
incurred in fiscal years 1999 and 1998 because realization of the 
deferred tax asset arising as a result of the losses sustained is 
dependent upon future taxable income, the amount and timing of which are 
uncertain.  Accordingly, a valuation allowance has been established to 
fully offset the deferred tax asset other than that which represents 
potentially refundable taxes.

Liquidity and Capital Resources
     Cash and cash equivalents and short-term investments at January 
30, 1999 were $49.5 million, decreasing $7.7 million from the year end 
balance of $57.2 million.
     For the first three months ended January 30, 1999 the net cash 
used for operating activities was $7.2 million.  Trade receivables 
decreased $1.1 million from the year-end balance and days sales 
outstanding (computed using quarterly revenues) were 60 days in the 
first quarter as compared to 65 days at end of fiscal 1998.  This 
decrease in trade receivables and decrease in days sales outstanding was 
primarily due to improved linearity of shipments during the first 
quarter versus the fourth quarter and improved collections from domestic 
customers during the quarter.  Inventory levels at January 30, 1999 were 
$1.1 million lower than the year-end balance due to improved management 
of the Company's inventory stocking levels.  The Company expects 
investments in receivables and inventories will continue to represent a 
significant portion of working capital. 
     In October 1998 the Company settled a patent dispute with Lucent 
Technologies Inc. ("Lucent") with an intellectual property cross-
licensing agreement and in November 1998 paid Lucent $9.2 million.
     During the three months ended January 30, 1999, the Company made 
capital expenditures of approximately $0.2 million.  These expenditures 
consisted primarily of purchases of computer equipment, software, and 
engineering lab equipment.  The Company currently expects to spend 
approximately $3.0 to $4.0 million for capital equipment during fiscal 
1999, although actual expenditures may differ from this forecast.  In 
addition, the Company's Board of Directors has authorized a stock 
repurchase program whereby up to 1.5 million shares of its Common Stock 
may be repurchased in the open market from time-to-time.  During the 
first quarter of fiscal 1999 the Company purchased approximately 50,000 
shares at a cost of $0.5 million.  The Company has purchased 
approximately 950,000 shares under this program at a total cost of 
approximately $11.3 million.  The Company may, in its discretion, 
purchase additional shares under this program during fiscal 1999.  The 
Company presently believes, notwithstanding its accumulated deficit, 
that its existing cash and short-term investments and amounts available 
under its line of credit, will be sufficient to support the Company's 
working capital, capital equipment purchase requirements, and stock 
repurchase program at least through fiscal 1999.
     The Company's principal sources of liquidity as of January 30, 
1999 consisted of $49.5 million of cash and cash equivalents and short-
term investments and $15.0 million available under the Company's bank 
line of credit which expires May 29, 1999.  This bank line requires the 
Company to maintain certain financial ratios, minimum working capital, 
minimum tangible net worth, and financial performance, and requires the 
bank's consent for the payment of cash dividends.  There were no 
borrowings outstanding under the bank line as of January 30, 1999.

Certain Trends and Uncertainties        
     The Company has in the past experienced and will likely in the 
future experience substantial fluctuations in quarterly operating 
results.  The Company generally has no long-term order commitments from 
its customers, and a significant portion of bookings and shipments in 
any quarter have historically occurred near the end of the quarter.  
Accordingly, the Company has historically operated with very little 
backlog, and net revenue has been difficult to predict. In addition, the 
portion of backlog shippable in the next quarter varies over time.  As a 
result, revenue in future quarters will depend largely on the level of 
orders received during such quarters. 
     If new order bookings do not meet expected levels, or if the 
Company experiences delays in shipments at the end of a quarter, 
operating results will be adversely affected, and these developments may 
not become apparent to the Company until near or at the end of a 
quarter.  Net revenue can also be affected by product sales mix, 
distribution mix, the size and timing of customer orders and shipments, 
customer returns and reserves provided therefor, competitive pricing 
pressures, the effectiveness of key distributors and the Company's sales 
force in selling the Company's products, changes in distributor 
inventory levels, the ability of the Company's joint marketing partners 
to ship products during the quarter, the timing of new product 
introductions by the Company and its competitors, regulatory approvals, 
and the availability of components for the Company's products, each of 
which is difficult to predict accurately.  Each of such factors has in 
the past affected the Company's revenue.  The Company has in the past 
experienced higher than usual headcount turnover which has had an 
adverse effect on the Company's booking levels. There can be no 
assurance that such turnover will not continue in future periods.  Any 
failure by the Company to attract, retain and train additional sales and 
other personnel could have a material adverse effect on the Company's 
business and results of operations.
     A significant portion of the Company's net revenue is attributable 
to a limited number of customers.  The Company's top five customers, 
representing a combination of major distributors and service providers, 
accounted for approximately 58% and 39% of the Company's net revenue in 
the three month periods of fiscal 1999 and 1998, respectively, although 
the Company's five largest customers were not the same in the two 
periods.  The Company has no long-term order commitments from any of its 
customers.  Any material reduction in orders from one or more of such 
customers or the cancellation or deferral of any significant portion of 
backlog could have an adverse effect on net revenue and operating 
results.  Such concentration of sales typically results in a 
corresponding concentration of accounts receivable.  Although the 
Company has established reserves for uncollectible accounts, the 
inability of any large customer to pay the Company could have a material 
adverse impact on the Company's financial position, results of 
operations and cash flows.
     Approximately 39% of the Company's sales in the first fiscal 
quarter ended January 30, 1999 consisted of sales outside of the United 
States.  The Company's international sales are subject to a number of 
additional risks generally associated with international sales, 
including the effect on demand for the Company's products in 
international markets as the results of any strengthening or weakening 
of the U.S. dollar, the effect of currency fluctuations on consolidated 
multinational financial results, state imposed restrictions on the 
repatriation of funds, import and export duties and restrictions, the 
need to modify products for local markets, and the logical difficulties 
of managing multinational operations.  In particular, the Company's 
sales in Asia and Latin American have been adversely affected in recent 
quarters by financial difficulties in these regions and may be so 
adversely affected in the future.
     The Company's gross margin can be affected by a number of factors, 
including changes in product configuration and mix including the volume 
of OEM products, distribution channel and customer mix, cost and 
availability of parts and components, royalty obligations to suppliers 
of licensed software, provisions for warranty, retrofits, and excess and 
obsolete inventory, customer returns, and competitive pressures on 
pricing.  The Company has experienced increasing competitive pricing 
pressure in its markets and expects this pricing pressure to continue.  
Further, distributors purchase products at discounts, and the Company's 
margins can therefore vary depending upon the mix of distributor and 
direct end user sales in any particular fiscal period.  While the 
Company anticipates that its sales mix will continue to fluctuate in 
future periods, the Company anticipates selling an increasing percentage 
of sales through direct sales rather than through distribution.
     The Company's future success will depend in part upon the ability 
of the Company to continue to introduce new features and products as the 
Company's markets evolve, new technologies become available, and 
customers demand additional functionality.  The Company's competitors 
continue to add functionality to their products, and any failure by the 
Company to introduce in a timely manner new products and features that 
meet customer requirements would adversely affect the Company's 
operating results and cash flows.  The Company's ability to develop such 
new features and products depends in large measure on its ability to 
hire and retain qualified technical talent and outside contractors in 
highly competitive markets for such services.  There can be no assurance 
that the Company's product development efforts will be successful, or 
that it will be able to introduce new products in a timely manner.  Any 
material additional delays in the introduction and market acceptance of 
such products would be adverse to the Company's business.  Moreover, 
customers' expectations of the introduction of new products by the 
Company or its competitors can adversely affect sales of current 
products.  In addition, upon the introduction of new products, the 
Company could be subject to higher customer returns with respect to 
prior generations of products, which could adversely affect the 
Company's financial position, operating results and cash flows.
     The Company presently uses third parties to perform printed 
circuit board and subsystem assembly.  In addition, although the Company 
has not experienced significant problems with third-party manufacturers 
in the past, there can be no assurance that such problems will not 
develop in the future.  Although the Company generally uses standard 
parts and components for its products, certain microprocessors, line 
cards, application cards and other semiconductor devices and other 
components are available from sole sources.  Other components, including 
power supplies, disk drives, certain other semiconductor devices and 
subcontracted line card assemblies, are presently available or acquired 
from a single source or from limited sources.  The Company has been 
notified by suppliers that certain components will no longer be 
manufactured.  To date, the Company has been able to obtain adequate 
supplies of these components in a timely manner from existing sources 
or, when necessary, from alternative sources of supply although such 
alternatives have resulted in increased costs to the Company.  However, 
the inability to develop such alternative sources if and as required in 
the future, to obtain sufficient sole or limited source components as 
required, or to locate alternatives to discontinued parts would have a 
material adverse affect on the Company's operating results and cash 
flows.  In addition, the Company's products are dependent on the QNX 
software operating system, a multitasking, real-time operating system 
for Intel microprocessor-based computers.  In future periods, the 
Company's products may become increasingly dependent on software 
licensed from third party suppliers. There can be no assurance such 
licenses will continue to be available to the Company as needed or at 
commercially reasonable prices.
     In addition, a number of other companies, including competitors of 
the Company, hold patents in the same general area as the technology 
used by the Company.  The Company from time to time has received, and 
may receive in the future, letters alleging infringement of patent 
rights by the Company's products.  For example, in December 1997, 
representatives of Lucent informed the Company that they believed that 
the Company's products may infringe upon certain patents issued to 
Lucent, and that Lucent was seeking compensation for any past 
infringement by the Company.  The Company evaluated the assertions of 
Lucent, and in October 1998 settled with Lucent by signing an 
intellectual property cross-licensing agreement and in November 1998 
paid Lucent $9.2 million.  Third party companies alleging infringement 
could seek an injunction prohibiting the Company from selling some or 
all of its products, which would have an immediate, adverse impact in 
the Company's business, financial condition and results of operations.  
There can be no assurance that the Company would prevail in any 
litigation to enjoin the Company from selling its products on the basis 
of such alleged infringement, or that the Company would be able to 
license any valid and infringed patents on reasonable terms, or at all.
     Like many other companies, the year 2000 computer issue creates 
risks for Centigram.  If internal systems do not correctly recognize and 
process date information beyond the year 1999, there could be an adverse 
impact on the Company's operations.  To address the year 2000 issues 
with its internal systems, the Company has initiated a comprehensive 
program which is designed to deal with the most critical systems first. 
Assessment and remediation are proceeding in tandem, and the Company 
currently plans to have changes to critical systems completed and tested 
by mid-1999.  These activities are intended to encompass all major 
categories of systems in use by the Company, including manufacturing, 
sales, customer service, finance and administration.  The Company is 
also actively working with critical suppliers of products and services 
to determine that the suppliers' operations and the products and 
services they provide are year 2000 capable or to monitor their progress 
toward year 2000 capability.  In addition, the Company has commenced 
work on various types of contingency planning to address potential 
problems areas with internal systems and with suppliers and other third 
parties.  At this time, the Company has not completed its contingency 
planning and, therefore, it is expected that assessment, remediation and 
contingency planing activities will be on-going throughout 1999, with 
the goal of appropriately resolving all material internal systems and 
third party issues.
     The Company also has a program to assess the capability of its 
products to handle the year 2000.  The Company believes that its 
products are year 2000 compliant, although there can be no assurance of 
this.  The Company is incurring various costs to provide customer 
support and customer satisfaction services regarding year 2000 issues, 
and it is anticipated that these expenditures will continue through 1999 
and thereafter.  As used by Centigram, "Year 2000 Capable" means that 
when used properly and in conformity with the product information 
provided by Centigram, the Centigram product will accurately store, 
display, process, provide, and/or receive data from, into, and between 
the twentieth and twenty-first centuries, including leap year 
calculations, provided that all other technology used in combination 
with the Centigram product properly exchanges date data with the 
Centigram product.
     The costs incurred to date related to these programs are less than 
$250,000.  The Company currently expects that the total cost of these 
programs, including both incremental spending and redeployed resources, 
will not exceed $500,000, although there can be no assurance of this.  
The total cost estimate does not include potential costs related to any 
customer or other claims or the cost of internal software and hardware 
replaced in the normal course of business.  In some instances, the 
installation schedule of new software and hardware in the normal course 
of business is being accelerated to also afford a solution to year 2000 
capability issues.  The total cost estimate is based on the current 
assessment of the projects and is subject to change as the projects 
progress.
     Based on currently available information, management does not 
believe that the year 2000 matters discussed above related to internal 
systems or products sold to customers will have a material adverse 
impact on the Company's financial condition or overall trends in results 
of operations; however, it is uncertain to what extent the Company may 
be affected by such matters.  In addition, there can be no assurance 
that the failure to ensure year 2000 capability by a supplier or another 
third party would not have a material adverse effect on the Company.
     In April 1998 the Company entered into an Agreement for Purchase 
and Sale of Assets with Mitel, Inc. and Mitel Corporation (collectively, 
"Mitel") providing for the purchase by Mitel of the Company's customer 
premises equipment ("CPE") business.  Pursuant to this agreement, the 
Company has agreed, until May of 2001, not to compete with Mitel in the 
CPE business.  As a result, the Company is unable to sell its equipment 
or services to certain customers which could adversely affect the 
company's business, financial condition and results of operations.
     In recent years, stock markets have experienced extreme price and 
volume trading volatility.  This volatility has had a substantial effect 
on the market prices of securities of many high technology companies for 
reasons frequently unrelated to the operating performance of the 
specific companies.  These broad markets fluctuations may adversely 
affect the market price of the Company's common stock.  In addition, the 
trading price of the Company's common stock could be subject to wide 
fluctuations in response to quarter-to-quarter variations in operating 
results, announcements of new products or technological innovations by 
the Company or its competitors, and general conditions in the computer 
and communications industries.


PART II - OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K

        (a)     Exhibits.

                27.1 Financial Data Schedule.

















                                    SIGNATURES


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



                                    CENTIGRAM COMMUNICATIONS CORPORATION
                                                   (Registrant)




Date:  March 10, 1999
                                     By /s/ Robert L. Puette
                                       --------------------------------
                                         Robert L. Puette
                                         President and Chief Executive Officer



Date:  March 10, 1999
                                     By /s/ Thomas E. Brunton
                                       --------------------------------
                                         Thomas E. Brunton
                                         Sr. Vice President and
                                         Chief Financial Officer