FORM 10-Q

                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C.  20549

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

               FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1997 

                                    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, N.C.                  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.

     1,489,144 shares of Common Stock outstanding as of
     June 30, 1997.

                  Voting             -   225,685
                  Class B Non-Voting - 1,263,459






                          CT COMMUNICATIONS, INC.

                                   INDEX



                                                            Page No.

PART I.  Financial Information

   Balance Sheets --
     June 30, 1997 and December 31, 1996                        2-3

   Statements of Income --
     Three and Six Months Ended June 30, 1997 and 1996           4

   Statements of Cash Flows --
     Six Months Ended June 30, 1997 and 1996                     5

   Notes to Financial Statements                                6-7

   Management's Discussion and Analysis of
     Financial Condition and Results of Operations              8-14

PART II.  Other Information                                      15
























                                    -1-





                      PART I.  FINANCIAL INFORMATION


                            CT COMMUNICATIONS, INC.

                          Consolidated Balance Sheets

                                   Unaudited

                                     ASSETS

                                               June 30,        December 31,
                                                 1997              1996    
                                             ____________       ____________
Current assets:
   Cash and cash equivalents                 $  1,431,235      $  2,162,698
   Short-term investments                         221,735           316,158
   Accounts receivable, net of allowance
     for doubtful accounts of $100,000
     in 1996 and 1995                           9,795,532         7,614,737
   Refundable income taxes                        195,491            14,736
   Materials and supplies                       3,783,887         2,860,114
   Deferred income taxes                          103,399           103,399
   Prepaid expenses and other assets              585,170           476,774
                                               ----------        ----------
       Total current assets                    16,116,449        13,548,616
                                               ----------        ----------

Investments securities                            630,054         3,637,445
Investments in affiliates                      28,610,272        25,888,315

Property, plant & equipment:
   Telephone plant in service:
     Land, buildings, and general equipment    26,183,108        22,146,226
     Central office equipment                  61,107,817        55,912,450
     Poles, wire, cables and conduit           74,803,055        72,466,757
   Construction in progress                        73,913         2,778,779
                                              -----------       -----------
                                              162,167,893       153,304,212
                                         
     Less accumulated depreciation             84,917,481        81,314,625
                                               ----------        ----------
       Net property, plant, and equipment      77,250,412        71,989,587
                                               ----------        ----------

               TOTAL ASSETS                  $122,607,187      $115,063,963
                                             ============      ============

                                                                (Continued)






See accompanying notes to consolidated financial statements.







                                      -2-






                    Consolidated Balance Sheets, (Continued)

                       LIABILITIES & STOCKHOLDERS' EQUITY

                                   Unaudited

                                                    June 30,     December 31,
                                                      1997           1996    
                                                ------------    -------------
Current liabilities:
  Current portion of long-term debt and
    redeemable preferred stock                    $    632,500   $  2,072,500
  Accounts payable                                  10,259,960      9,962,149
  Customer deposits and advance billings             1,330,905      1,271,562
  Accrued payroll                                    1,533,961      1,250,396
  Other accrued liabilities                            613,729        469,492
                                                 -------------   ------------
      Total current liabilities                     14,371,055     15,026,099
                                                 -------------   ------------
Long-term debt                                       5,204,000      2,014,000
                                                 -------------   ------------
Deferred credits and other liabilities:
  Deferred income taxes                              1,195,950      1,106,910
  Investment tax credits                               976,523      1,033,965
  Regulatory liability                               2,507,029      2,507,029
  Accrued pension cost                               2,023,440      1,043,974
  Postretirement benefits other than pension        10,049,092      9,422,573
  Other                                              1,103,098      1,103,098
                                                   -----------    -----------
                                                    17,855,132     16,217,549
Redeemable preferred stock: 4.8% series;
  authorized 5,000 shares; issued and
  outstanding 1,625 shares in 1997
  and 1996, respectively                               150,000        150,000
                                                   -----------     ----------
      Total liabilities                             37,580,187     33,407,648
                                                   -----------     ----------
STOCKHOLDERS' EQUITY:
  Preferred Stock not subject to mandatory redemption:
    5% series, $100 par value; 15,087 shares
      outstanding                                    1,508,700      1,508,700
    4.5% series, $100 par value; 2,000 shares
      outstanding                                      200,000        200,000
    Discount on 5% preferred stock                     (16,059)       (16,059)
  Common stock:
    Voting; 225,685 and 227,019 shares
      outstanding in 1997 and 1996, respectively     3,773,036      4,021,094
    Nonvoting; 1,263,459 and 1,258,357 shares
      outstanding in 1997 and 1996, respectively    23,886,819     23,377,120
  Other capital                                        298,083        298,083
  Unearned compensation                               (168,079)      (188,055)
  Unrealized gain (loss) on securities available-
    for-sale                                          (247,830)       195,419
  Retained earnings                                 55,792,330     52,260,013
                                                   -----------    -----------
      Total stockholders' equity                    85,027,000     81,656,315
                                                   -----------    -----------
        TOTAL LIABILITIES & STOCKHOLDERS' EQUITY  $122,607,187   $115,063,963
                                                  ============   ============

See accompanying notes to consolidated financial statements.





                          CT COMMUNICATIONS, INC.
                     Consolidated Statements of Income
              For 3 and 6 months ended June 30, 1997 and 1996
                                 Unaudited


                                                  Three Months Ended      
                                                       June 30,           
OPERATING REVENUES:                              1997            1996     
  Local service                              $ 7,514,911     $ 6,079,767    
  Access and toll service                      8,437,429       7,364,861     
  Other and unregulated                        3,611,221       2,038,613      
  Less provision for uncollectible accounts      (98,027)       (101,138)    
                                              -----------     ----------
        Total operating revenues              19,465,534      15,382,103     
OPERATING EXPENSES:
  Plant specific                               5,955,013       5,423,166     
  Depreciation and amortization                2,738,423       2,339,552     
  Customer operations                          3,421,879       1,763,627     
  Corporate operations                         2,675,190       3,188,371     
                                               ---------       ---------
        Total operating expenses              14,790,505      12,714,716     
                                               ---------       ---------
        Net operating revenues                 4,675,029       2,667,387     

OTHER INCOME (EXPENSES):
  Equity in income of affiliates                 545,717       1,195,275     
  Interest, dividend income and
     gain on sale                                 13,644          67,327     
  Other expenses, principally interest          (151,453)       (434,942)    
  Expense related to early retirement plan        ---             ---        
                                                ---------     -----------
        Total other income                       407,908         827,660     
                                                ---------     -----------
        Income before income taxes             5,082,937       3,495,047     
Income taxes                                   2,006,913       1,407,635   
                                               ----------     ----------
        Net income                             3,076,024       2,087,412   

DIVIDENDS ON PREFERRED STOCK                      22,996          23,146   
                                               ---------       ---------

EARNINGS FOR COMMON STOCK                    $ 3,053,028     $ 2,064,266   
                                              ==========      ==========
EARNINGS PER COMMON SHARE *                  $      2.05     $      1.39   
                                              ==========      ==========
DIVIDENDS PER COMMON SHARE *                 $       .70     $       .70   
                                              ==========      ==========
WEIGHTED AVERAGE SHARES OUTSTANDING *          1,489,103       1,484,979   


* In April 1996, the Registrant effected a three for one stock split in the 
  form of a two for one dividend to shareholders of record at May 3, 1996. 
  Earnings per share, dividends per share and weighted average shares 
  outstanding have been restated for prior periods.





See accompanying notes to financial statements.







                                                 Six Months Ended  
                                                     JUNE 30


OPERATING REVENUES:                              1997            1996
  Local service                             $13,758,153     $11,738,300  
 Access and toll service                     16,555,761      14,490,322
  Other and unregulated                       7,179,793       4,620,716
  Less provision for uncollectible accounts    (175,944)       (173,375)
                                             -----------     ----------
        Total operating revenues             37,317,763      30,675,963

OPERATING EXPENSES:
  Plant specific                              11,468,003      10,118,975
  Depreciation and amortization                4,643,690       4,565,171
  Customer operations                          6,037,536       3,386,848
  Corporate operations                         5,221,234       5,301,471 
                                              ----------     -----------
        Total operating expenses              27,370,463      23,372,465 
                                              ----------     -----------
        Net operating revenues                 9,947,300       7,303,498

OTHER INCOME (EXPENSES):
  Equity in income of affiliates                 724,836       1,986,634
  Interest, dividend income and
     gain on sale                                 53,924         231,786
  Other expenses, principally interest          (256,581)       (557,450)
  Expense related to early retirement plan    (1,020,000)         ---    
                                             -----------      -----------
        Total other income                      (497,821)      1,660,970 
                                             -----------      -----------
        Income before income taxes             9,449,479       8,964,468

Income taxes                                   3,724,063       3,544,456 
                                             -----------       ----------
        Net income                             5,725,416       5,420,012

DIVIDENDS ON PREFERRED STOCK                      46,055          46,355 
                                              ----------       ---------
EARNINGS FOR COMMON STOCK                    $ 5,679,361     $ 5,373,657 
                                              ==========       =========
EARNINGS PER COMMON SHARE *                  $      3.82     $      3.62 
                                              ==========      ==========
DIVIDENDS PER COMMON SHARE *                 $      1.40     $      1.38 
                                              ==========      ==========
WEIGHTED AVERAGE SHARES OUTSTANDING *          1,487,882       1,484,523




* In April 1996, the Registrant effected a three for one stock split in the 
  form of a two for one dividend to shareholders of record at May 3, 1996.  
  Earnings per share, dividends per share and weighted average shares 
  outstanding have been restated for prior periods.





See accompanying notes to financial statements.








                                    -4-


                            CT COMMUNICATIONS, INC.
                            Statements of Cash Flows
                   For 6 months ended June 30, 1997 and 1996
                                   Unaudited

                                                    1997          1996 
Cash flows from operating activities:
   Net income                                   $ 5,725,416   $ 5,420,012

   Adjustments to reconcile net income to net cash
     provided by operating activities:
       Depreciation and amortization              4,643,690     4,565,171
       Deferred income taxes and tax credits         31,598      (134,714)
       Postretirement benefits                      626,519       718,799
       Loss (gain) on sale of investments            26,755        73,708 
       Undistributed income of affiliates          (724,836)   (1,986,634)
       (Increase) decrease in accounts receivable(2,180,795)      442,341
       (Increase) in materials and supplies        (923,773)     (346,908)
       (Increase) in refundable income taxes       (180,755)        ---
       (Increase) decrease in other assets         (108,396)      236,587 
       Increase (decrease) in accounts payable      257,277      (162,660)
       Increase in customer deposits and advance
         billings                                    59,343       124,784
       Increase in accrued liabilities              427,802       531,603
       Increase (decrease) in income
         taxes payable                               ---       (1,232,667)
       Increase in liability for early 
         retirement                               1,020,000          ---   

       Unrealized loss on securities available
         for sale                                   310,439          ---   
                                                  ----------    -----------
          
       Net cash provided by operating activities  9,010,284       8,249,422

Cash flows from investing activities:
   Capital expenditures in telephone plant       (9,904,515)     (8,859,330)
   Purchase of investments in affiliates         (3,740,055)     (2,282,867)
   Purchases of investment securities              (110,824)       (811,149)
   Sales & maturities of investment securities    2,432,195       5,837,571
   Partnership capital distribution               1,741,793         230,674 
   Other                                            (60,787)          ---   
                                                  -----------   -------------

          Net cash used in investing activities  (9,642,193)     (5,885,101)
                                                  -----------   -------------
Cash flows from financing activities:
   Repayment of long-term debt                   (1,750,000)       (330,000)
   Proceeds from new debt                         3,500,000        ---
   Dividends paid                                (2,131,495)      (2,100,587)
   Proceeds from common stock issuance              509,699           34,480
   Other                                             20,300          150,836
   Purchase of shares outstanding                  (248,058)         ---    
                                                  ----------      -----------
          Net cash used in financing activities     (99,554)      (2,245,271)
                                                  ----------      -----------
   Net increase (decrease) in cash and
     cash equivalents                              (731,463)         119,050

   Cash and cash equivalents-beginning of period  2,162,698        4,751,204 
                                                  ---------       ----------
   Cash and cash equivalents-end of period      $ 1,431,235      $ 4,870,254 
                                                  =========       ==========

See accompanying notes to financial statements.







                                      -5-
                           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 June 
   30, 1997, and the results of operations for the three and six months
   then ended and cash flows for the six months then ended.

2. The results of operations for the three and six months ended June 30,
   1997 and 1996 are not necessarily indicative of the results to be
   expected for the full year.

3. The following is a summary of common stock transactions during the six
   months ended June 30, 1997.


                                                 .....Voting.....
                                                Shares      Value

   Outstanding at December 31, 1996.......... 227,019    $4,021,094
   Purchase of shares........................  (1,334)     (248,058)
                                             --------     ---------
   Outstanding at June 30, 1997.............. 225,685    $3,773,036 
                                             ========     =========
   Weighted average shares outstanding
      for the six months ending
      June 30, 1997.......................... 226,213



                                              ....Class B Non-Voting....
                                                  Shares       Value
   Outstanding at December 31, 1996..........  1,258,357   $23,377,120
   Issuance of common stock.... .............      5,102       509,699
                                               ---------    ----------
    Outstanding at June 30, 1997.............. 1,263,459   $23,886,819
                                               =========    ==========
   Weighted average shares outstanding
      for six months ending
      June 30, 1997.......................... 1,261,669








                                     -6-     
4.  SECURITIES AVAILABLE-FOR-SALE

                                           June 30, 1997         

                                              Gross Unrealized 
    Securities                    Amortized                          Fair
    Available-for-Sale              Cost       Gains      Losses     Value
    State, county and municipal
      debt securities            $  409,153      0           0       409,153
    Equity Securities               877,205      0        434,569    442,636
                                 ----------    -----      -------    -------   
                                 $1,286,358      0        434,569    851,789
                                 ==========    =====      =======    =======

                                     Amortized Cost          Fair Value

    Current                            $  221,735            $  221,735
    Due after one through five years      187,418               187,418
    Equity securities                     877,205               442,636
                                       ----------             ---------
         Total                         $1,286,358            $  851,789
                                        =========             =========


5.  INVESTMENTS IN AFFILIATED COMPANIES
                                             June 30, 1997 December 31, 1996
     
    ITC Associates Partnership (cost method) $  5,519,832     $  5,519,832
    RSA 15 Partnership (equity method)          7,094,736        6,516,008
    BellSouth Carolinas PCS, LP (equity method) 4,851,064        5,581,051
    U.S. Telecom Holdings (equity method)       3,445,386        3,556,294
    Wireless 1 - Carolinas (equity method)      4,318,731        1,371,000
    ITC Holdings (cost method)                    658,354          658,354
    U.S. Intelco (cost method)                  1,068,624        1,068,624
    Ellerbe Partnership (equity method)         1,152,301        1,188,967
    Access On (equity method)                     200,472          199,095
    Other (cost method)                           300,772          229,090
                                               ----------      -----------
          TOTAL                              $ 28,610,272     $ 25,888,315
                                               ==========      ===========


6.  LONG-TERM DEBT:

    Long-term debt excluding current maturities comprised the following:

    First Mortgage Bonds:             June 30, 1997      December 31, 1996
    Note payable to a bank @ 7.25%
     due in installments until 2001    $ 1,704,000          $ 2,014,000
    Rural Telephone Finance Corp.
     maturing on March 8, 1999           3,500,000               ---   
                                        ----------           -----------
          TOTAL                        $ 5,204,000          $ 2,014,000
                                        ==========           ===========

    Annual maturities of the long-term debt outstanding amounts to $310,000
    in 1997; $620,000 in 1998; $4,120,000 in 1999; $620,000 in 2000; and
    $154,000 thereafter.







                                      -7-
Item 2.  Management's Discussion and Analysis of Financial Condition
and Results of Operations

    Liquidity and Capital Resources

         The liquidity of the Registrant increased during the six
    month period ending June 30, 1997.  Current assets exceeded
    current liabilities by $1,745,394 at June 30, 1997.  In
    comparison, current assets exceeded current liabilities by
    $1,477,483 at December 31, 1996.

         Current assets increased by $2,567,833 when compared to
    December 31, 1996.  This increase is primarily due to increases
    in accounts receivable of $2,180,795 due to increased receivables
    from the National Exchange Carrier Association of $1,006,501 from
    prior period adjustments and increased receivables from other
    interexchange carriers, increases in refundable income taxes of
    $180,755 due to prepayment of income taxes, increases in
    materials and supplies of $923,773 to facilitate construction of
    outside plant and increases of prepaid expenses and other assets
    of $108,396.  These increases were offset primarily by a decrease
    in cash and cash equivalents of $731,463 due to increased cash
    needs for operational and capital requirements.

         Current liabilities decreased by $655,044 during the six
    months ending June 30, 1997.  This decrease is primarily from the
    reduction of current maturities of long-term debt in the amount
    of $1,440,000 of Series F First Mortgage Bonds.  This decrease is
    offset in part by increases in accounts payable of $297,811,
    increase in accrued payroll of $583,565 due to timing of pay
    periods and increases in other accrued liabilities of $144,237.

         The Company's primary source of liquidity is funds provided
    by operations.  During the six months ended June 30, 1997, cash
    provided by operations totaled $9,010,284, an increase of
    $760,862 over the six months ended June 30, 1996.  The Registrant
    also drew on a line of credit with the Rural Telephone Finance
    Corporation ("RTFC") as of January 17, 1997, in the amount of
    $2,000,000 in order to pay Nortel for the switch equipment being
    installed at Registrant's Central Office.  The Registrant drew an
    additional $1,500,000 on the RTFC line on June 26, 1997 to fund
    the June capital call of BellSouth Mobility in the amount of
    $311,200 and the capital call in the amount of $1,233,945 to CT
    Wireless Cable.  There is $6,500,000 of available credit
    remaining under the Registrant's line of credit with RTFC.  The
    Registrant also has a $3,500,000 line of credit with First
    Charter National Bank that is unused.

         The Registrant received $1,741,793 from Alltel Corporation
    as a distribution of income from the Cellular partnerships RSA 5
    and RSA 15.

         The primary use of cash during this period was for normal
    additions to telephone plant - $9,904,515, purchase of
    investments in affiliates - $3,740,055, payment of dividends -
    $2,131,495, purchase of investment securities - $110,824 and
    repayment of long-term debt comprised of $1,440,000 Series F
    6.25% First Mortgage Bonds and $310,000 to Wachovia Bank for an
    installment on an unsecured note.  The Registrant purchased 1,334
    shares of Common Voting from an individual for $248,058.  Of the
    cash expended for investments in affiliates, $2,968,172 was
    invested in CT Wireless Cable, Inc. in connection with its
    investment in Wireless One of North Carolina, L.L.C. ("WONC") and 






                                    -8-
    Liquidity and Capital Resources (Con't.)

    WONC's expenditures to acquire the rights to lease certain
    television channel frequencies from the University of North
    Carolina.  An additional $700,200 was expended in capital calls
    for the C-Tec Partnership with BellSouth Mobility providing a
    digital cellular service in North and South Carolina.  Funds
    needed in excess of those generated by operations were generated
    by the sale or maturity of investments available for sale and
    borrowing on the RTFC line of credit as described above.  Sales
    and maturities of these investments totaled $2,432,195 during the
    six months ending June 30, 1997.

         At June 30, 1997, the Company's investment portfolio totaled
    $855,000, all of which could be pledged to secure additional
    borrowing, or sold, if needed for liquidity purposes.  At June
    30, 1997, the Company had available lines of credit totaling
    $13,500,000, of which $3,500,000 was outstanding.

         The Registrant anticipates that all of the capital
    requirements in 1997 associated with its construction program,
    payments associated with long-term debt and investments as
    summarized above will be provided by cash flows from operations,
    existing cash, cash equivalents and short-term investments and
    currently available lines of credit.  If additional funds are
    required during 1997, management expects that such funds will be
    raised through additional bank borrowings.



    Results of Operations

      3 months ended June 30, 1997 and June 30, 1996

         Operating revenues increased $4,083,431 or 26.6% for the
    three months ended June 30, 1997 compared to same period of 1996.

         Local service revenues increased $1,790,768 or 14.6% when
    compared to the quarter ending on June 30, 1996.  This increase
    was comprised of a $205,000 increase in basic local service
    revenues; a $240,000 increase in Digital Communications Services
    ("DCS") revenues from the operations of Registrant's Carolinas
    Personal Communications, Inc. (doing Business as "CT Wireless,
    Inc.") subsidiary; a $133,000 increase in custom calling features
    and a $334,000 increase in growth of metro calling plan revenues. 
    The remaining increases are from other miscellaneous local
    service revenues.  Due to access line growth and increased
    customer demand, this area of operations is expected to continue
    to grow. 

         Access and toll revenues increased $1,072,568 or 14.6% over
    the comparable period ending on June 30, 1996.  This increase was
    comprised of $835,000 in interstate and intrastate interlata toll
    revenues; $152,000 of area calling settlement charge revenues;
    and $139,000     of other access revenue.  The remainder of this
    increase is primarily gains in intrastate intralata toll revenue. 
    With the continued emphasis on toll 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.








                                    -9-
    Results of Operations (Con't.)

      3 months ended June 30, 1997 and June 30, 1996 (Con't.)

         Other and unregulated income increased $1,216,984 or 51%
    over the comparable period ending on June 30, 1996.  This
    increase was comprised of $114,000 in DCS telephone sales; a
    $718,456 increase in business systems sales; approximately
    $65,000 in increase sales for voice mail service; and a $251,000
    in increased inside wire maintenance.  The remaining amount
    relates to increases of billing and collecting public telephone
    and directory and advertising.  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.

         As a result of improved collection results, Registrant's
    provision for uncollectible accounts decreased slightly in spite
    of increased volume of business activity.

         Operating expenses, exclusive of depreciation, increased
    $1,676,918 or 16% when compared to the previous quarter ending on
    June 30, 1996.

         Plant specific expenses increased $531,847 or 19.8% when
    compared to the previous period ending June 30, 1996.  This
    increase was a result of increased intrastate intralata access
    expenses of approximately $178,000; an increase of $168,000 in
    DCS cost of goods sold associated with the CT Wireless, Inc.
    subsidiary; an increase in interstate and intrastate interlata
    access expense of $300,000 due to additional sales of toll
    services; and an increase in DCS access expense of $231,000 for
    the ongoing start up costs associated with the offering of DCS
    services.  These increases are partially offset by decreases in
    regulated plant maintenance expense.

         Customer operations expenses increased $1,658,252 or 94%
    when compared to the previous period ending on June 30, 1996. 
    This increase was comprised of costs associated with additional
    long distance sales and marketing efforts of approximately
    $465,000 and cost increases of $380,000 due to DCS sales and
    marketing efforts.  This area of operation also received an
    allocation of postretirement benefit cost due to the allocation
    process discussed below.  In view of increasing competitive
    pressures, the Registrant has expended considerable resources in
    this area of operation in order to raise the level of service to
    its customers.

         Corporate operations decreased $513,181 or approximately 16%
    when compared to the expenses period ending on June 30, 1996. 
    This is primarily a result of allocation of postretirement
    benefits to departments and functions which generate these costs. 
    This allocation results in some of these costs being capitalized
    and not expensed currently.  Also, the three months ending June
    30, 1996 contain a one time adjustment to reconcile customer
    accounts receivable.

         Depreciation expenses increased $398,871 or 17% when
    compared to the previous quarter ending on June 30, 1996.  This
    result is from the increase in depreciable plant balances.








                                   -10-

    Results of Operations (Con't.)

      3 months ended June 30, 1997 and June 30, 1996 (Con't.)

         Other income decreased by $419,752 or 51% when compared to
    the previous period.  This reduction is a result of reduced
    equity in income of affiliates of $649,558, which is primarily a
    result of Registrant's pro rata share of start up losses incurred
    by BellSouth Carolinas PCS Limited Partnership and its DCS
    network which became operational in the third quarter of 1996,
    which is partially offset by a reduction in other expense,
    principally loss on disposal of investment of $325,651 in the
    quarter ending June 30, 1996.  It is expected the PCS losses will
    continue, but at a decreasing rate for approximately three more
    years.


    Results of Operations

      6 months ended June 30, 1997 and June 30, 1996

         Operating revenues increased $6,641,800 or 22% for the six
    months ended June 30, 1997 when compared to the same period of
    1996.

         Local service revenues increased $2,019,853 or 21% when
    compared to the quarter ending June 30, 1996.  This increase was
    comprised of a $407,000 increase in Digital Communications
    Services ("DCS"); revenues from the operations of Registrant's
    Carolinas Personal Communications, Inc. (doing business as "CT
    Wireless, Inc.") subsidiary; a $283,000 increase in custom
    calling features; and a $585,000 increase in growth of metro
    calling plan revenues.  The remaining increases are from other
    miscellaneous revenues.  Due to access line growth and increased
    customer demand, this area of operations is expected to continue
    to grow.

         Access and toll revenues increased $2,065,439 or 14% over
    the comparable period ending on June 30, 1996.  This increase was
    comprised of $1,575,000 in interstate and intrastate interlata
    toll revenues; $98,000 of area calling settlement charge
    revenues; and $424,000 of other access revenue.  The remainder of
    this increase is primarily gains in intrastate intralata toll
    revenue.  With the continued emphasis on toll 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 income increased $2,559,077 or 55%
    over the comparable period ending June 30, 1996.  This increase
    was comprised of $234,000 in DCS telephone sales; a $833,456
    increase in business systems sales; approximately $125,000 in
    increase sales for voice mail service; and $738,000 in increased
    inside wire maintenance and installation.  The remaining amount
    relates to increases of billing and collecting public telephone
    and directory advertising and publishing.  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.

         As a result of improved collection results, the Registrant's
    provision for uncollectible accounts increased only modestly in
    spite of increased volume of business activity.






                                   -11-
    Results of Operations  (Con't.)

      6 months ended June 30, 1996 and June 30, 1995

         Operating expenses, exclusive of depreciation, increased
    $3,919,479 or approximately 21% when compared to the previous
    quarter ending on June 30, 1996.

         Plant specific expenses increased $1,349,028 or 13% when
    compared to the previous period ending June 30, 1996.  This
    increase was a result of increased intrastate intralata access
    expenses of approximately $658,000; an increase of $485,000 in
    DCS cost of goods sold associated with the CT Wireless, Inc.
    subsidiary; an increase in interstate and intrastate interlata
    access expense of $520,000 due to additional sales of toll
    services; and an increase in DCS access expense of $422,000 for
    the ongoing start up costs associated with the offering of DCS
    services.  The remaining increase is primarily expenses
    associated with non-regulated plant specific expenditures and
    local plant operations.

         Customer operations expenses increased $2,650,688 or 78%
    when compared to the previous period ending on June 30, 1996. 
    This increase was comprised of costs associated with additional
    long distance sales and marketing efforts of approximately
    $825,000 and cost increases of $750,000 due to DCS sales and
    marketing efforts.  The remaining increases are due to additional
    expenditures in local regulated and non-regulated operations for
    customer service, sales and marketing.  This area of operation
    receives an allocation of post retirement benefit costs which
    were previously classified as corporate expenditures.

         The Registrant is placing continued resources toward
    customer service in order to raise the level of service to its
    customers.

         Corporate operations remained approximately the same.

         Depreciation expenses increased by $78,519 when compared to
    the previous quarter ending on June 30, 1996.  This small
    increase results from a reclassification of circuit equipment
    amounts into the Central Office switching category and
    recalculating previously recorded depreciation expense at the
    lower rates used for switching equipment.  The reduction of
    depreciation expense due to reclassification is $736,971. 
    Without this one-time change to reclassify previously deducted
    depreciated amounts, this expense would have increased by
    $815,310, which would be expected due to the increased
    depreciable plant balances.

         Other income decreased $2,158,791 when compared to the
    previous period.  This reduction is a result of reduced equity in
    income of affiliates of $1,262,940, which is primarily a result
    of Registrant's pro rata share of start up losses incurred by
    BellSouth Carolinas PCS Limited Partnership and its DCS network
    which became operational in the third quarter of 1996, as well as
    a one-time expense of $1,020,000 during the first quarter of 1997
    related to an early retirement plan offered to certain Concord
    Telephone Company employees.









                                   -12-
    Other Events

      New Rate Plan

         The Registrant appeared in March 1997 before the NCUC in a
    public hearing on the new rate plan request filed by the
    Registrant on November 1, 1996, as disclosed in earlier filings. 
    The NCUC granted the requests as filed and issued an order
    effective May 30, 1997.  The Registrant will implement the
    changes with billings beginning September 1, 1997.

         As a result of the new rate plan, the rates charged by the
    Registrant for Local Access and Metro Rate Plan services will be
    set by the NCUC. Although the new rate structure reflects an
    increase in the cost to the customer of basic service, other rate
    changes offset these increases for many customers.  Overall, the
    new rate structure is expected to reduce the Registrant's
    revenues by approximately $232,000 in 1997 and approximately 
    $696,000 in 1998.

         The new rate structure will substantially expand the area in
    which customers of the Registrant can call without paying long
    distance charges.  A customer may select one of five metro
    calling packages which provide a flat monthly fee from no charge
    to $48.00 for specified monthly minutes of use from 30 minutes to
    unlimited minutes of use.  In excess of the flat rates minutes
    purchased, the customer may pay from nothing to $.10 per minute
    for usage in excess of the monthly purchased amounts.  However,
    the Registrant has also agreed, as a part of the new rate
    structure, to open its markets to competition for local dial tone
    service, on the condition that the Registrant is allowed to
    "rebalance" or adjust its rates at the same time.  Although the
    competitive pressures of opening  its markets to competition from
    other local telephone service providers may lead to reductions in
    the Registrant's future local service revenues, management
    believes that by rebalancing its local service rates, it can
    compete in emerging markets and continue to sustain local rates
    that are affordable for customers.


      Accounting Considerations

         As a result of the new rate structure under which the
    Registrant will operate (as described above), the Registrant has
    concluded that it is no longer appropriate to prepare its
    financial statements using the accounting method required for
    regulated enterprises, as described in SFAS No. 71, "Accounting
    for the Effects of Certain Types of Regulation" ("SFAS 71"). 
    Discontinuance was warranted because of the Registrant's revenues
    now will be generated under market-based pricing and because it
    is doubtful that regulated rates sufficient to recover the net
    book value of telephone plant could be charged to and collected
    from customers.  However, the Registrant has not completed its
    calculation of the impact of this accounting change.














                                   -13-
    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 subject to certain risks and uncertainties
    that could cause actual results to 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 judgment 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 Telecommunications Act of
    1996, and related state and federal legislation and regulations,
    (2) whether the Registrant successfully implements and markets
    the price regulation plan as approved by the NCUC, (3) the
    Registrant's ability to recover the substantial costs to be
    incurred in connection with the implementation of its DCS
    business, (4) 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, (5)
    the Registrant's ability to effectively manage rapid changes in
    technology and (6) whether the Registrant can effectively respond
    to the actions of its competitors.






































                                   -14-
                        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
------------------------------------------------------------
    Annual Meeting was held April 24, 1997.

    All directors were reelected.

    Proxies were solicited for the following matters:

  (1) To elect eight directors for terms designated.
                  John R. Boger, Jr.
                  O. C Chewning
                  L. D. Coltrane, III
                  Michael R. Coltrane
                  Samuel E. Leftwich
                  Ben F. Mynatt
                  Jerry H. McClellan
                  Phil W. Widenhouse
      For  210,872      Authority Withheld  0       Broker Non-Vote 0
           (Each nominee received the same number of votes)

  (2) Approval of the Omnibus Stock Compensation Plan
       For  194,590   Against  6872   Abstain  6601   Broker Non-Vote 0

  (3) Approval of the Employee Stock Purchase Plan
       For  201,685   Against  230    Abstain  6148   Broker Non-Vote 0


Item 5.  Other Information
---------------------------
    None


Item 6.  Exhibits and Reports on Form 8-K
-----------------------------------------
    There were no current reports on Form 8-K filed during the second
    quarter.










                                   -15-

                                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
                                      Senior Vice President,      
                                      Secretary and Treasurer




     August 12, 1997          
           Date



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






                            EXHIBIT INDEX


Exhibit No.         Description
-----------      ----------------------------------------------
   3.1             Articles of Incorporation of the Registrant
                   effective October 25, 1993. (Incorporated by
                   reference to Exhibit 3.1 of the Registrant's
                   annual Report Form 10-K dated March 29, 1994.)

   3.2             By-Laws of the Registrant effective October 25,
                   1993.  (Incorporated by reference to Exhibit 3.2
                   of the Registrant's Annual Report Form 10-K dated
                   March 29, 1994.)

    11             Computation of Earnings Per Share.

    27             Financial Data Schedule.