FORM 10-Q
                                
               SECURITIES AND EXCHANGE COMMISSION
                    WASHINGTON, D.C.  20549
                                
  (X)      QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE
                 SECURITY EXCHANGE ACT OF 1934
                                
       FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1998
                                
                               OR
  ( )      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     0-19179
                                
                    CT COMMUNICATIONS, INC.
     (Exact name of registrant as specified in its charter)
                                
      NORTH CAROLINA                            56-1837282
 (State or other jurisdiction of              (I.R.S. Employer
 incorporation or organization)            Identification No.)
                                
                    68 Cabarrus Avenue, East
       P.O. Box 227, Concord, NC                    28025
   (Address of principal executive offices)       (Zip Code)
                                
                         (704)782-7000
      (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.

     2,291,175 shares of Common Stock outstanding as of September
30, 1998.

                    Voting     -     336,443
             Class B Non-Voting     -     1,954,732



                    CT COMMUNICATIONS, INC.
                                
                             INDEX
                                
                                
                                
                                
                                                       Page No.

PART I Financial Information

Balance Sheets --
     September 30, 1998 and December 31, 1997          3

Statements of Income --
     Three and Nine Months Ended September 30, 1998
      and 1997                                         5

Statements of Cash Flows --
     Nine Months ended September 30, 1998 and 1997     6

Notes to Financial Statements                          7

Management's Discussion and Analysis of
     Financial Condition and Results of
     Operations                                        10

PART II.  Other Information                            16

























                              -2-
                                
                 PART I.  FINANCIAL INFORMATION
                                
                    CT COMMUNICATIONS, INC.
                                
                  Consolidated Balance Sheets
                                
                                
                                
                             ASSETS
                                
                              September 30,       December 31,
                                  1998                1997    
                              _____________      _____________
                              Unaudited
     Current assets:
Cash and cash equivalents     $    261,765             
Short term investments             149,085        $    168,979
Accounts receivable, net of
     allowance for doubtful
     accounts of $108,024       10,350,950           8,470,121
Other account receivable         3,160,808             372,801
Notes receivable                 1,513,500           1,810,500
Materials and supplies           2,611,222           2,696,432
Deferred income taxes            1,580,507           1,545,470
Prepaid expenses and other assets  483,378             950,254
                                __________          __________
     Total current assets       20,111,215          16,014,557

Investment securities           35,622,801          14,624,757
Investment in affiliates        30,505,790          29,550,326

Property, plant and equipment
Telephone plant in service:
Land, buildings, and
     general equipment          35,018,964          28,730,045
Central office equipment        70,048,418          64,227,829
Pole, wire, cables
     and conduit                84,329,260          80,143,917
Construction in progress         1,907,561             277,070
                               ___________          __________        
                               191,304,203         173,378,861
Less accumulated depreciation   92,238,924          86,229,072
                               ___________         ___________
     Net property, plant
          and equipment         99,065,279          87,149,789
Intangibles net of accumulated 
     amortization of $217,644    6,293,978                  --    
                               ___________         ___________
               TOTAL ASSETS   $191,599,063        $147,339,429
                               ===========         ===========


See accompanying notes to consolidated financial statements.










                              -3-
                                
                                



                    CT COMMUNICATIONS, INC.
                                
            Consolidated Balance Sheets, (Continued)
                                
               LIABILITIES & STOCKHOLDERS' EQUITY
                                
                                
                                
                                         September 30,  December 31,
                                              1998          1997    
                                         _____________  ____________
                                           Unaudited
Current liabilities:
  Current portion of long term debt
   and redeemable preferred stock        $    632,500   $    632,500
     Accounts payable                      11,052,156      9,697,000
     Customer deposits and advance
      billings                              1,801,745      1,591,284
     Accrued payroll                        2,462,205      1,304,573
     Income taxes payable                   2,424,998        992,750
     Accrued pension cost                   1,658,690      1,970,956
     Other accrued liabilities              1,394,071      1,428,372
                                           __________     __________
       Total current liabilities           21,426,365     17,617,435
                                           __________     __________
Long term debt                             19,118,137     11,239,000
                                           __________     __________
Deferred credits and other 
  liabilities:
     Deferred income taxes                 15,696,993      7,497,167
     Investment tax credits                   919,080        919,080
     Post-retirement benefits other
       than pension                        10,446,514     10,026,128
     Other                                  1,314,116      1,573,668
                                           __________     __________
                                           28,376,703     20,016,043

Redeemable preferred stock: 4.8% series
  authorized 5,000 shares; issued and
  outstanding 1,500 in 1998 and 1997          137,500        137,500
                                           __________     __________
          Total liabilities                69,058,705     49,009,978

Minority interest                                          1,360,998

Stockholders' equity:
     
     Preferred stock not subject to
     mandatory redemption:
          5% series, $100 par value; 3,453
          and 3,631 shares outstanding in 
          1998 and 1997 respectively          345,300        363,100
          4.5% series, $100 par value; 628
          and 1,218 shares outstanding in 
          1998 and 1997 respectively           62,800        121,800
     
     Common Stock, no par value
        Voting; 336,443 and 338,429
        shares outstanding in 1998 
        and 1997 respectively               3,482,457    3,772,298
          Non-voting; 1,954,732 and 
          1,900,361 shares outstanding
          in 1998 and 1997
          respectively                     32,232,545     25,268,447
     Other capital                            298,083        298,083
     Unearned compensation                   (891,315)      (817,903)
     Other accumulated comprehensive
       income                              18,995,327      6,169,443
     Retained earnings                     68,015,161     61,793,185
                                          ___________     __________
        Total stockholders' equity        122,540,358     96,968,453
                                          ___________     __________
          TOTAL LIABILITIES AND
          STOCKHOLDERS' EQUITY           $191,599,063   $147,339,429
                                          ===========    ===========


See accompanying notes to consolidated financial statements.
                               -4-




                     CT    COMMUNICATIONS, INC.
                    CONSOLIDATED STATEMENTS OF INCOME
          For 3 and 9 months ended September 30, 1998 and 1997
                                Unaudited
                                    
                              Three Months Ended       Nine Months Ended
                                 September 30,            September 30,  
                            ______________________   ______________________  
                              1998         1997        1998          1997
                              ____         ____        ____          ____
Operating Revenues:
 Local service            $ 8,618,139 $  6,372,862  $24,629,260   $18,691,912
 Access and toll service   10,054,457   10,518,522   29,136,583    28,513,386
 Other and unregulated      5,193,550    3,414,360   13,715,243    10,594,153
 Less provision for
 uncollectible accounts      (105,536)    (105,008)    (296,698)     (280,952)
                          ___________   __________   __________    __________ 
 Total operating revenues  23,760,610   20,200,736   67,184,388    57,518,499

Operating Expenses:
  Plant specific            7,749,089    6,475,012   21,351,416    18,633,418
  Depreciation and 
   amortization             3,414,331    2,855,460    9,050,202     7,499,150
  Customer Operations       3,634,608    3,216,901   10,604,379     8,332,428
  Corporate Operations      3,449,886    3,105,555    9,416,585     8,558,395
                           __________   __________   __________    __________
    Total Operating 
     Expenses              18,247,914   15,652,928   50,422,582    43,023,391
                           __________   __________   __________    __________
  Net Operating Revenues    5,512,696    4,547,808   16,761,806    14,495,108

Other Income (expenses):
 Equity in income of 
   affiliates                 257,433      626,587      162,252     1,351,423
 Interest, dividend income and 
  gain on sale of investments 135,307       21,396      232,905        75,320
 Other expenses, principally
  interest                   (296,537)    (260,474)    (776,650)     (517,055)
 Expenses related to early
  retirement plan               --           --            --      (1,020,000)
                              _______      ________    ________    __________
     Total other income        96,203       387,509    (381,493)     (110,312)
     Income before income 
      taxes and extraordinary 
      items                 5,608,899     4,935,317  16,380,313     14,384,796
Income taxes                2,406,027     1,926,733   6,844,790      5,650,796
                            _________     _________  __________     __________
     Net income before 
     extraordinary item     3,202,872     3,008,584   9,535,523      8,734,000
Extraordinary item - Discontinuance
     of FAS 71, net of income
     taxes of $1,493,212        --            --          --          2,239,045
                            _________     _________   _________      __________
     Net income             3,202,872     3,008,584   9,535,523      8,734,000

Dividends on preferred 
 stock                          6,823        22,978      20,468         68,932
                            _________     _________   _________      _________
Earnings after extraordinary
items for common stock     $3,196,049   $ 2,985,606  $9,515,055    $10,904,113
                            =========    ==========   =========     ==========
Basic earnings per common
share before  extraordinary 
item*                      $     1.40   $      1.33   $   4.20     $      3.88
Extraordinary items             --           --           --       $      1.00
Basic earnings per common
share after extraordinary
item*                        $   1.40   $      1.33   $   4.20     $      4.88
Diluted earnings per common
share before extraordinary 
item*                        $   1.39   $      1.33   $   4.18     $      3.86
Extraordinary items             --           --           --       $      1.00
Diluted earnings per common
share after extraordinary 
item*                        $   1.39   $      1.33   $   4.18     $      4.86
Dividends per common share * $   0.49   $      0.48   $   1.45     $      1.41

Basic weighted average shares
outstanding                 2,290,129     2,237,918   2,266,878      2,235,319
Diluted weighted average shares 
outstanding                 2,302,130     2,246,726   2,277,868      2,244,127

See accompanying notes to consolidated financial statements.


* In July 1997, the Registrant effected a three for two stock split in the
form of a one for two stock dividend to shareholders of record at August 1,
1997.  Earnings per share, dividends per share and weighted average shares
outstanding have been restated for prior periods.
                                   -5-
                                    
                                     
                         CT COMMUNICATIONS, INC.
                  Consolidated Statements of Cash Flows
              For 9 months ended September 30, 1998 & 1997
                                Unaudited
                                    
                                             1998          1997
Cash flows from operating activities:
  Net Income                            $  9,535,523   $ 10,973,045
  Adjustments to reconcile net income to net
     cash provided by operating activities:
       Depreciation and amortization       9,050,202      7,499,150
       Extra ordinary Item                   --          (2,239,045)
       Deferred income taxes and tax 
         credits                                           (456,017)
     Post retirement benefits               420,386         783,578
       Loss (gain) on sale of investments    --              29,216
       Undistributed loss (income) of 
         affiliates                        (162,252)     (1,221,781)
       (Increase) in accounts receivable (1,708,186)       (715,309)
       (Increase) in other receivables   (2,836,821)         --
     Decrease (increase) in materials
         & supplies                          85,210      (1,117,716)
       Decrease in refundable income taxes     --            14,736
       Decrease (increase) in other assets  512,434        (160,574)
       Increase (decrease) in accounts 
         payable                          1,221,283      (1,056,081)
       (Decrease) increase in customer 
         deposits and advance billings       (7,230)        126,229
       Increase in accrued liabilities      551,513         228,423
       Increase in income taxes payable   1,432,248           --
       Increase in liability for early 
       retirement                             --          1,020,000
                                         __________      ___________
          Net cash provided by operating
            activities                   18,094,310      13,707,854

Cash flows from investing activities:
       Capital expenditures in telephone 
          plant                         (20,168,591)     (12,864,376)
       Purchase of investments in 
          affiliates                     (3,877,919)      (5,107,796)
       Purchase of investment securities   (100,668)        (493,979)
       Sales & maturities of investment 
          securities                        148,556        2,719,224
       Notes receivable                    (503,000)      (6,571,084)
       Partnership capital distribution   2,230,402        1,741,793
                                          _________       __________
        Net cash used in investing 
         activities                     (22,271,220)     (20,576,938)
                                         __________       __________
Cash flows from financing activities:
       Repayment of long-term debt         (310,000)      (1,905,000)
       Dividends paid                    (3,313,034)      (3,120,919)
       Proceeds from common stock 
        issuance                            209,739          643,600
       Borrowing on line of credit        8,189,137        9,500,000
       Other                                  --             (11,743)
       Purchase of shares outstanding      (337,167)        (248,796)
       Purchase of fractional shares          --             (73,080)
                                         __________       __________
          Net cash used in financing 
           activities                     4,438,675        4,784,062 
                                         __________       __________
Net increase (decrease) in cash and cash 
   equivalents                              261,765       (2,085,022)

Cash and cash equivalents-beginning of period   --         2,162,698
                                         __________      ___________
Cash and cash equivalents-end of period  $  261,765      $    77,676
                                         ==========      ===========
See accompanying notes to consolidated financial statements
                                    
                                    
                                   -6-




                         CT COMMUNICATIONS, INC.

NOTES TO FINANCIAL STATEMENTS

1.   In the opinion of Management, the accompanying unaudited financial
     statements contain all adjustments (consisting of only normal
     recurring accruals) necessary to present fairly the financial position
     as of September 30, 1998, and the results of operations for the three
     and nine months then ended and cash flows for the nine months then
     ended.

2.   In certain instances, amounts previously reported in the 1997
     consolidated financial statements have been reclassified to conform
     with the 1998 consolidated financial statements presentation.  Such
     reclassifications have no effect on net income or retained earnings as
     previously reported.

3.   The results of operations for the three and nine months ended
     September 30, 1998 and 1997 are not necessarily indicative of the
     results to be expected for the full year.

4.   The following is a summary of common stock transactions during the
     nine months ended September 30, 1998.

                                          ........Voting........
                                          Shares         Value
                                          _______      __________
Outstanding at December 31, 1997....      338,429      $3,772,298
Purchase of shares....                     (1,986)       (289,841)
                                          _______      __________
Outstanding at September 30, 1998....     336,443      $3,482,457
                                          =======      ==========

                                             Basic          Diluted
Weighted average shares outstanding for the
  nine months ended September 30, 1998      337,248         337,248

                                         ..Class B Non-Voting Class..
                                          Shares       Value
                                         _________  ___________
Outstanding at December 31, 1997....     1,900,361  $25,268,447
Issuance of common stock....                54,371    6,964,098
                                         _________  ___________
Outstanding at September 30, 1998....    1,954,732  $32,232,545
                                         =========  ===========
                                             Basic          Diluted
Weighted average shares outstanding for the
  nine months ended September 30, 1998    1,929,630        1,940,620

5.   SECURITIES AVAILABLE-FOR-SALE
                                          September 30, 1998
                                        ______________________
                                           Gross unrealized
                                           ________________
Securities            Amortized                               Fair
Available-For-Sale      Cost         Gains       Losses       Value
__________________   __________    _________   __________  ____________
Certificate of 
  Deposit           $  149,085        --           --         $ 149,085
Equity Securities    4,373,317    $34,323,429  (3,073,945)   35,622,801
                     _________     __________   _________    __________ 
 Total              $4,522,402    $34,323,429  (3,073,945)  $35,771,886
                     =========     ==========   =========    ==========



                         Amortized Cost           Fair Value
                         ______________          ____________
Current                  $  149,085               $   149,085
Equity Securities         4,373,317                35,622,801
                         ___________              ___________
  Total                  $4,522,402               $35,771,886
                         ===========              ===========


                                   -7-

<PAGE>
6.   INVESTMENTS IN AFFILIATED COMPANIES

                              September 30, 1998       December 31, 1997
                            _____________________   _______________________
Equity Method:
  Palmetto MobileNet            $10,018,286              $       --
  RSA 15 Partnership                 --                    7,478,888
  Amaritel                        8,566,777                6,860,000
  BellSouth Carolinas, PCS, LP    2,429,752                3,752,556
  U.S. Telecom Holdings           1,195,385                1,895,385
  Wireless One of NC              4,149,854                4,100,204
  Ellerbe Partnership                --                    1,268,571
  Access On                         137,933                  186,919
Cost Method:   
  ITC                             2,724,129                2,724,129
  Illuminet                       1,068,624                1,068,624
  Other                             215,050                  215,050
                                ___________               __________
     TOTAL                      $30,505,790              $29,550,326
                                ===========               ==========

  As previously disclosed, CT Cellular, Inc. and Ellerbe Telephone entered
into agreements to exchange their respective interests in RSA 4/5 and RSA
15 for interests in Palmetto MobileNet, L.P., a South Carolina limited
partnership.  The completion of the transaction was subject to receipt of
applicable regulatory approvals.  In April 1998, the Federal Commission
approved the transaction.  The transaction has been consummated and is
deemed effective as of January 1, 1998 with no resulting gain or loss
recorded.

7.   ACQUISITIONS

  On May 8, 1998 the Registrant completed the acquisition of G.A.
Technologies, an internet provider based in Charlotte, North Carolina doing
business as V-Net.  This transaction was structured as a merger of V-Net
into a subsidiary of the Registrant.  Pursuant to the merger the
shareholders of V-Net exchanged their V-Net shares for shares of the
Registrant's Class B non-voting stock.  It is not expected that this
transaction will have a material effect on the Registrant's operations. 
This transaction is accounted for under the purchase method of accounting.

8.   LONG TERM DEBT:

Long-term debt excluding annual maturities comprised the following:

  First Mortgage Bonds:         September 30, 1998       December 31, 1997
 _______________________        __________________       _________________
Note payable to bank @ 7.25% due in
  installments until 2001          $   929,000              $ 1,239,000
Rural Telephone Finance Corp.
  maturing on March 8, 1999
  @ 7.25%                           16,000,000               10,000,000
Draw on unsecured credit line at
  First Charter National Bank
  @ 7.00%                            2,189,137                   --     
                                   ___________              _____________    
     TOTAL                         $19,118,137              $11,239,000
                                   ===========              =============
Annual maturities of the long-term debt outstanding amounts to $155,000 in
1998; $18,809,137 in 1999; $620,000 in 2000; and $154,000 thereafter.

                                   -8-
<PAGE>
9.   COMPREHENSIVE INCOME

  On January 1, 1998, the Company adopted Financial Accounting Standards
No. 130, "Reporting Comprehensive Income."  As required by the Statement,
the Company displays the accumulated balance of other comprehensive income
separately from retained earnings and additional paid-in capital in the
equity section of the Consolidated Balance Sheet.  Items considered to be
other comprehensive income include adjustments made for unrealized holding
gains and losses on available-for-sale securities (under Statement 115). 
Comprehensive income for the three and nine months ended September 30, 1998
and 1997 is as follows:

                                        Three Months Ended
                                September 30, 1998  September 30, 1997
                                __________________  __________________
Net Income                           $ 3,202,872         $ 3,008,584
Other Comprehensive Income
  Unrealized gain (loss) on securities
     available-for-sale
     net of income taxes                (707,536)             95,021
                                       _________           _________
Comprehensive Income                 $ 2,495,336         $ 3,103,605
                                       =========           =========



                                        Nine Months Ended
                                September 30, 1998  September 30, 1997
                                __________________  ___________________
Net Income                           $ 9,535,523         $10,973,045
Other Comprehensive Income
  Unrealized gain (loss) on securities
     available-for-sale
     net of income taxes              12,825,884            (365,641)
                                     ___________         ___________
Comprehensive Income                 $22,361,407         $10,607,404 
                                     ===========         ===========
Recent Accounting Pronouncements

  In June 1998, the FASB issued Statement of Financial Accounting
Standards No. 133, "Accounting for Derivative Instruments and Hedging
Activities" (SFAS No. 133).  SFAS No. 133 requires that an enterprise
recognize all derivatives as either assets or liabilities in the statement
of financial position and measure those instruments at fair value.  SFAS
No. 133 is effective for all fiscal quarters and all fiscal years beginning
after June 15, 1999.  The Company is currently assessing the effects of
SFAS No. 133 on its financial position.












                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                   -9-
                                    
                                     



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

Liquidity and Capital Resources
  The liquidity of the Company increased during the nine-month period
ended September 30, 1998.  Current liabilities exceeded current assets by
$1,315,150 at September 30, 1998.  In comparison, current liabilities
exceeded current assets by $1,602,878 at December 31, 1997.

  Current assets increased by $4,096,658 when compared to December 31,
1997, primarily due to increases in cash and cash equivalents of $261,765;
accounts receivable of $1,880,829; increased accounts receivable from
Amaritel of $2,347,715; for expenses, labor, and management fees from the
Registrant's activity in Mexico City, Mexico; increased receivable from the
North Carolina Dept. of Transportation of $317,246 for facilities
relocated, and deferred income taxes of $35,037.  These increases were
offset in part by decreased prepaid expenses of $466,876; a decrease in
notes receivable of $297,000; decreased material and supplies of $85,210;
and decreased short term investment of $19,894.

  Current liabilities increased by $3,808,930 during the nine months ended
September 30, 1998, primarily from the increase in accounts payable of
$1,355,156; $1,432,248 increase in income taxes payable due to the timing
of tax payments, and an increase of $1,157,632 in accrued payroll due to
timing of payroll and accrued incentive bonuses.  These increases were
offset in part by a reduction of accrued pension cost of $312,266 due to
earnings from the pension plan and decreases in other accrued liabilities
of $34,301, principally due to property taxes.

  The Registrant's primary source of liquidity is funds provided by
operations.  During the nine months ended September 30, 1998, cash provided
by operations totaled $18,094,310.  The Registrant also has a $20,000,000
line of credit with the Rural Telephone Finance Corporation on which it
drew an additional $6,000,000 during the nine month period leaving
$4,000,000 unused.  The Registrant also has a $3,500,000 line of credit
with First Charter National Bank on which it drew $2,189,137 during the
nine month period leaving $1,310,863 unused.

  The primary use of cash during this period was for normal additions to
telephone plant - $20,168,591, investments in affiliates - $3,877,919,
payment of dividends - $3,313,034, repurchase of shares outstanding
$337,167 and purchase of investment securities - $100,668.  Of the cash
expended for investments in affiliates, $471,735 was invested in CT
Wireless Cable, Inc. in connection with its investment in Wireless One of
North Carolina, $845,103 was invested in BellSouth PCS Partnership,
$1,706,777 was invested in Amaritel and $1,511,400 was invested in CT
Global.

  The $1,511,400 investment in CT Global was composed of $711,400 in cash
and $800,000 in cancellation of notes receivable due from U.S. Telecom
Holdings, Inc.  This investment represented the acquisition of the minority
interest in CT Global held my U.S. Telecom Holdings, Inc.  An additional
$503,000 was advanced to U.S. Telecom in the form of notes receivable. 
Sales and maturities of investments totaled $148,556 during the nine months
ended September 30, 1998.

  At September 30, 1998, the Registrant's investment securities totaled
$36 million, all of which could be pledged to secure additional borrowing,
or sold, if needed for liquidity purposes.  The Registrant anticipates that 
the capital requirements in 1998 associated with its construction program,
payments associated with long-term debt and investments as summarized above
will be provided by cash flow from operations, existing cash, cash
equivalents and short-term investments and currently available lines of
credit.  If additional funds are required during 1998, management expects
that such funds will be raised through additional bank borrowings, although
the Registrant does not have any such loans or loan commitments in place
and there can be no assurances that such funds will be available if needed.

                                     -10-


Results of Operations

  3 months ended September 30, 1998 and September 30, 1997

  Operating revenues increased $3,559,874 or 18% for the three months
ended September 30, 1998 when compared to the same period of 1997.

  Local service revenues increased $2,245,277 or 35% when compared to the
quarter ended on September 30, 1997.  This increase was comprised of a
$1,267,352 increase in basic local service revenues, due to access line
growth and the implementation of the price regulation plan as adopted by
the Registrant in September 1997, a $324,590 increase in Digital
Communications Services ("DCS") revenues from the operations of
Registrant's Carolinas Personal Communications, Inc. (doing business at "CT
Wireless, Inc.") subsidiary and an increase of $136,245 in CLEC revenue. 
The remaining increase was primarily attributable to revenue growth from
installation charges.  Due to access line growth and increased customer
demand, this area of operations is expected to continue to grow.

  Under the Price Regulation Plan adopted by the Registrant in September
1997, intralata toll revenues are reduced when the customer selects one of
the premium calling plans for local telephone service.  Accordingly, access
and toll revenues decreased $464,065 or 4% when compared to the period
ended September 30, 1997.  This decrease is comprised primarily of
reductions in intralata long distance charges in the amount of $594,198 and
Metro Plan revenues of $156,107.  These decreases are primarily offset by
increases in the interlata long distance revenues of $230,850 and increased
interlata access of $28,901.
With the continued emphasis on the long distances operations by the
Registrant and expansion into areas outside of its traditional service area
of operations, growth is expected to continue in the access and toll
revenue category.

  Other and unregulated revenues increased $1,779,190 or 52% over the
comparable period ended September 30, 1997.  This increase was comprised of
an increase of $990,293 in internet revenues due in part to the V-Net
acquisition; $219,180 in public telephone revenues; $156,066 in directory
advertising; $324,915 in business system sales; and $112,500 in operating
fees relating to CT Global.  The remaining amount relates to increases in
security plus, paging and voice mail revenue.  The Registrant is
continually placing more emphasis on revenues and sales from the non-regulated 
area of operations, and it is expected that non-regulated
revenues will continue to increase.  










                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                  -11-

<PAGE>
Results of Operations

  3 months ended September 30, 1998 and September 30, 1997

  (continued)

  Operating expenses, exclusive of depreciation, increased $2,036,115 or
14% when compared to the previous period ended on September 30, 1997.

  Plant specific expenses increased $1,274,077 or 20% when compared to the
previous period ended September 30, 1997.  This increase was the result of
an increase of $135,938 in interlata access expense due to additional sale
of toll service, an increase of $555,491 internet access due to growth in
internet sales and the acquisition of V-Net, $309,369 in CLEC (out of area
local service) resell and access expense relating to the start up of CT
Exchange Service, Inc. The remaining increase relates to reselling expenses
associated with Carolina PCS subsidiary.

  Customer operations expenses increased $417,707 or 13% when compared to
the previous period ended on September 30, 1997.  This increase was
comprised of $352,603 associated with additional sales and marketing labor
and $141,016 additional advertising and marketing.  These increases were
offset in part by decreased expenses of $35,832 related to the centennial
observance which occurred last year and decreased professional services of
$88,512.

  Corporate operations increased $344,331 or 11% when compared to the
previous period ended September 30, 1997.  This increase is primarily the
result of increased salaries and wages with associated benefits of
$316,588; increased rent and lease expense of $179,036; and increased
software costs of $173,891.  These increases were offset in part by
decreased professional service of $173,247; decreased contracted services
of $126,372 and decreased utilities of $35,810.

  Depreciation expenses increased by $558,871 when compared to the
previous period ended September 30, 1997.  This increase is due to an
increase in depreciable plant balances.

  Other income (expenses) decreased by $291,306 when compared to the
previous period.  This reduction in other income is a result of decreased
equity in income of affiliates of $359,154 and increased interest expenses
of $201,147, offset in part by increased interest and dividend income of
$232,733 and handling fees billed to Amaritel of $38,619.


















                                  -12-
                                    
                                     



Results of Operations

9 months ended September 30, 1998 and September 30, 1997

  Operating revenues increased $9,665,889 or 17% for the nine months ended
September 30, 1998 when compared to the same period of 1997.

  Local service revenues increased $5,937,348 or 32% when compared to the
previous period ended on September 30, 1997.  This increase was comprised
of a $4,023,441 increase in basic local service revenues, due to access
line growth and the implementation of the price regulation plan as adopted
by the Registrant in September 1997. A $1,106,933 increase in DCS revenues
from the operations of Registrant's Carolinas Personal Communications, Inc.
subsidiary and an increase of $203,512 in CLEC revenue.  The remaining
increase was primarily attributable to revenue growth from installation
charges and subscriber line charges.  Due to access line growth and
increased customer demand, this area of operations is expected to continue
to grow.

  Access and toll revenues increased $623,197 when compared to the period
ended on September 30, 1997.

  Under the Price Regulation Plan adopted by the Registrant in September,
1997, intralata toll revenues are reduced when the customer selects on of
the premium calling plans for local telephone service.  Accordingly,
intralata toll revenues decreased $1,814,714 and Metro Plan revenues
decreased $634,229.  These decreases were offset by increases in the
interlata toll in the amount of $1,167,273 and increased interlata access
of $1,768,034.  With the continued emphasis on the long distance operations
by the Registrant and its expansion into areas outside of its traditional
service area of operations, growth is expected to continue in the access
and toll revenue category.

  Other and unregulated income increased $3,121,090 or 29% over the
comparable period ended on September 30, 1997.  This increase was comprised
of an increase of $1,807,799 in internet revenues due in part to the
acquisition of V-Net; $420,058 in directory advertising; $294,323 in public
telephone revenue; in paging revenue and $337,500 in operating fees
relating to CT Global.  The remaining amount relates to increases in
security plus and voice mail revenue.  The Registrant is continually
placing more emphasis on revenues and sales from the non-regulated area of
operations, and it is expected that non-regulated revenues will continue to
increase.  

     The Registrant's provision for uncollectible accounts increased
modestly due to registrant expanding its competitive businesses.

  Operating expenses, exclusive of depreciation, increased $5,848,139 or
16% when compared to the previous period ended on September 30, 1997.

  Plant specific expenses increased $2,717,997 or 15% when compared to the
previous period ended September 30, 1997.  This increase was the result of
an increase of $706,392 in interlata access expense due to additional sales
of toll services, an increase of $996,717 in internet access expenses due
to growth in internet sales and the acquisition of V-Net; and $565,596 in
CLEC (out of area local service) resell and access expense relating to the
start up of CT Exchange Services, Inc.  The remaining increase primarily
relates to DCS resell expense attributable to growth in Carolina PCS, Inc.

  Customer operations expenses increased $2,271,951 or 26% when compared
to the previous period ended September 30, 1997.  This increase was
comprised of $925,600 associated with additional marketing and advertising
and $1,357,607 relating to the salaries of sales and marketing personnel. 
These increases were offset in part by reduction in professional services.
                                    
                                    
                                   -13-



Results of Operations
  9 months ended September 30, 1998 and September 30, 1997
  (continued)

  Corporate operations increased $858,190 or 10% when compared to the
previous period ended on September 30, 1997.  This increase is primarily
the result of increased salaries, which was offset in part by a decrease in
utilities.

  Depreciation expenses increased by $1,551,052 or 21% when compared to
the previous period ended on September 30, 1997.  This arose from a 1997
reduction in depreciation expense of $736,971 due to a reclassification of
circuit equipment to central office switching equipment.  Without this
prior year reclassification, depreciation expenses would have increased
$814,081 due to increased depreciable plant balances.

  Other income (expenses) decreased by $271,181 when compared to the
previous period.  This decrease was primarily a result of a $1,189,171
reduction in equity in income from affiliates and an increase in interest
expense of $494,603.  The decrease in other income (increase in other
expenses) was offset by handling fees billed to Amaritel of $109,666. the
reduction of expenses related to an early retirement plan of $1,020,000
offered to certain employees during the first quarter of 1997 but not
repeated during 1998 and an increase of interest and dividend income of
$157,413.

Year 2000 Considerations

  The Registrant is continuing to assess and address the business issues
associated with the Year 2000 that may impact its information systems and
operations generally, both internally and in relation to external
customers, suppliers and other business associates.  In early 1998, the
Registrant identified a Year 2000 Project Team, whose members represent all
significant areas of its operations.  The Project Team is responsible for
assessing and addressing all Year 2000 issues that may exist.  An initial
study of the Registrant's capabilities and needs was completed, and awareness
of Year 2000 issues was established across the Registrant's management team.
The Registrant retained DMR Consulting Group ("DMR") to help the Project Team
coordinate the Year 2000 project.  DMR established a project office at the
Registrant's offices and met regularly with the members of the Project Team
during the first three quarters of the year to coordinate overall project
needs.  DMR has completed substantially all of its services for the
Registrant and no longer maintains an on site project office.

  An inventory of the Registrant's personal computers and mainframe computer
systems, inbound and outbound data feeds, management information systems 
and other data sensitive computer applications and systems throughout the 
Registrant's business has been completed.  The Registrant writes very little
original software code, but purchases third party software for its major 
business applications.  Based on information from third party vendors and 
from DMR, the Registrant believes that approximately 65% of the systems are 
Year 2000 compliant, 11% are noncompliant and the remainder are still being 
investigated.  In addition, the Registrant is putting into place processes 
for Year 2000 readiness, including computer systems providers, telephone 
switch manufacturers, and various telecommunications carriers who supply key
components of the Registrant's services.

  To date, the Registrant has incurred out of pocket expenses of approximately
$450,000 for the Year 2000 effort.  The additional cost to complete the project
is estimated to be approximately $500,000; however, this cost could be 
lessened because the Registrant writes very little original software code.  
Also, routine yearly maintenance agreements with vendors already factored
into operating expenses may include software upgrades that include Year 2000
compliancy.  

  Failure to accurately assess or remedy the Registrant's Year 2000 issues
prior to the end of 1999, including failure of third parties on whom the
Registrant depends, could significantly disrupt the Registrant's business
and materially adversely affect the Registrant's financial condition,
liquidity, and business operations.  A majority of the Registrant's
services rely heavily on information technology that would cease to
operate, or operate much less efficiently, if affected by the Year 2000
issue.  

  The Registrant has not yet devised contingency plans for dealing
with the possibility of Year 2000 system failures, although such plans are
being developed concurrent with software and system upgrades.
                                   -14-





Factors That May Affect Future Results

  The foregoing discussion contains forward-looking statements about the
Registrant's financial condition and results of operations, which are based
on management's current expectations, estimates and projections about the
markets in which The Company operates, management's beliefs, and
assumptions made by management.  Words such as "expects," "anticipates,"
"believes," "estimates," variations of such words and other similar
expressions are intended to identify such forward-looking statements. 
These statements are intended to identify such forward-looking statements. 
These statements are not guarantees of future performance and involve
certain risks, uncertainties and assumptions that are difficult to predict. 
Therefore, actual results could differ materially from those reflected in
the forward-looking statements.  Readers are cautioned not to place undue
reliance on these forward-looking statements, which reflect management's
judgement only as of the date hereof.  The Registrant undertakes no
obligation to publicly revise these forward-looking statements to reflect
events and circumstances that arise after the date hereof.

  Factors that may cause actual results to differ materially from these
forward-looking statements are (1) the Registrant's ability to respond
effectively to the sweeping changes in industry conditions created by the
Telecom Act, and related state and federal legislation and regulations, (2)
the Registrant's ability to recover the substantial costs to be incurred in
connection with the implementation of its PCS business, (3) the
Registrant's ability to retain its existing customer base against local and
long distance service competition, and to market such services to new
customers including the Year 2000 considerations discussed above, (4) the
Registrant's ability to effectively manage rapid change in technology and
(5) whether the Registrant can effectively respond to the actions of its
competitors.







                                  -15-
                                    
                                     



PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings

     None

Item 2.   Changes in Securities

     None

Item 3.   Defaults Upon Senior Securities

     None

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

     None

Item 5.   Other Information

  On May 21, 1998 the Securities and Exchange Commission adopted an
amendment to Rule 14a-4 promulgated under the Securities Exchange Act of
1934, as amended, which governs a company's use of its discretionary proxy
voting authority with respect to certain shareholder proposals raised at a
shareholder meeting.  For the Registrant's 1999 Annual Meeting of
Shareholders, if the Registrant received notice of a shareholder proposal
after February 2, 1999, such notice will be considered untimely. 
Therefore, the persons named in proxies solicited by the Board of
Directors, if any, may exercise discretionary voting power with respect to
such proposal.

Item 6.   Exhibits and Reports on Form 8-K

  (A) Exhibits

     Exhibit No.                Description of Exhibit
       
       11                  Computation of Earnings per Share

       27                  Financial Data Schedule

  (B)  Reports on Form 8-K

       None








                                  -16-
                                    
                                     




                               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.



                                    CT COMMUNICATIONS, INC.    
                                        (Registrant)


                                    /s/ BARRY R. RUBENS
                                        Barry R. Rubens
                                   Sr. Vice President, Secretary
                                    and Chief Financial Officer

          Date:  November 13, 1998



(The above signatory has dual responsibility as duly authorized officer and
principal financial and accounting officer of the registrant.)






                                  -17-
                                    
                                     




                              EXHIBIT INDEX
                                    
        Exhibit No.                Description

           11                     Computation of Earnings per Share
     
           27                     Financial Data Schedule









                                   -18-