UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-Q

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

For the Quarterly period ended September 30, 1996

                                       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 33-95298

                              GALAXY TELECOM, L.P.
             (Exact name of Registrant as specified in its charter)


              Delaware                               43-1697125
      --------------------------                 -------------------
 (States or other jurisdiction of                   (IRS Employer
 incorporation or organization)                  Identification Number)


 1220 North Main, Sikeston, Missouri             63801
(Address of principal executive offices)      (zip code)

Registrant telephone number, including area code: (573) 472-8200

Indicate by check mark whether the Registrant (1) has filed all reports required
by  Section  13 or 15(d)  of the  Securities  Exchange  Act of 1934  during  the
previous 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
                           ------                    -------




<PAGE>


                              GALAXY TELECOM, L.P.
                                   FORM 10-Q

                    FOR THE QUARTER ENDED SEPTEMBER 30, 1996

                                     INDEX
                                                                    PAGE
                                                                    ----
PART I.    Financial Information

Item 1.  Consolidated Financial Statements
      Galaxy Telecom, L.P.   .........................................3
      Notes to Consolidated Financial Statements .....................7

Item 2.   Management's Discussion and Analysis of
      Financial Condition and Results of Operations ..................9

PART II.  Other Information .........................................14

Signatures  .........................................................15

<PAGE>

                              GALAXY TELECOM, L.P.
                          CONSOLIDATED BALANCE SHEETS

                                                   September 30,    December 31,
                                                          1996             1995
                                                   -------------    ------------
                                                     (Unaudited)
 ASSETS

Cash and cash equivalents                           $  2,410,971    $  3,430,835

Subscriber receivables, net of allowance for
   doubtful accounts of $309,223 and
   $834,425, respectively                              6,339,421       3,512,141

Systems and equipment, net                           137,439,391     126,312,055

Intangible assets, net                                64,612,437      65,047,002

Prepaids and other                                     2,466,904       1,611,158
                                                    ------------    ------------

Total assets                                        $213,269,124    $199,913,191
                                                    ============    ============

LIABILITIES AND PARTNERS' CAPITAL
Accounts payable and accrued expenses               $  9,764,733    $  9,569,072
Subscriber deposits and deferred revenues              5,608,866       2,646,413
Long-term debt                                       167,081,159     145,526,955
                                                    ------------    ------------

Total liabilities                                    182,454,758     157,742,440
                                                    ------------    ------------

Commitments and contingencies

Partners' capital:
   General partners                                   23,813,366      35,169,751
   Limited partners                                    7,001,000       7,001,000

Total partners' capital                               30,667,313      42,170,751
                                                    ------------    ------------

Total liabilities and partners' capital             $213,122,071    $199,913,191
                                                    ============    ============


The  accompanying  notes  are an  integral  part of the  consolidated  financial
statements.




                              GALAXY TELECOM, L.P.
                     CONSOLIDATED STATEMENTS OF OPERATIONS
                                  (Unaudited)
<TABLE>
<CAPTION>

                                           For the three months ended      For the nine months ended
                                                   September 30,                  September 30,
                                               1996            1995            1996            1995
                                         ------------    ------------    ------------    ------------
<S>                                   <C>            <C>              <C>            <C>

Revenues                                 $ 15,889,468    $  7,100,486    $ 45,908,602    $ 20,807,762

Operating expenses:
   Systems operations                       7,451,611       3,243,728      20,783,320       9,319,528
   Selling, general and administrative      1,508,784         897,843       4,872,965       2,430,106
   Management fee to affiliate                714,786         390,550       2,065,645       1,144,286
   Depreciation and amortization            5,468,178       2,898,048      14,988,715       7,641,809
                                         ------------    ------------    ------------    ------------
Total operating expenses                   15,143,359       7,430,169      42,710,645      20,535,729

Operating income                              746,109        (329,683)      3,199,144         272,033

Interest expense                           (5,181,112)     (1,471,796)    (14,643,448)     (5,264,828)
Interest income and other                      54,873          40,343          87,919          96,211
                                         ------------    ------------    ------------    ------------

   Net loss                              $ (4,380,130)   $ (1,761,136)   $(11,356,385)   $ (4,896,584)
                                         ============    ============    ============    ============

<FN>
The  accompanying  notes  are an  integral  part of the  consolidated  financial statements.
</FN>
</TABLE>
<PAGE>


                              GALAXY TELECOM, L.P.
            CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
<TABLE>
<CAPTION>

                                                                     Limited Partners
                               General       ----------------------------------------------------------------------
                               Partners          Class B       Class C        Class D      Class E          Total           Total
                            ------------    ------------   ------------   ------------   ------------   ------------   ------------
<S>                      <C>            <C>           <C>             <C>            <C>            <C>            <C>

Contributions               $ 29,625,000    $      1,000   $    416,000   $  6,384,000                  $  6,801,000   $ 36,426,000

Syndication and trans-
  action costs                  (730,171)                                                                                  (730,171)

Net loss for period             (175,311)                                                                                  (175,311)
                            ------------    ------------   ------------   ------------   ------------   ------------   ------------

Balance at December 31,
  1994                        28,719,518           1,000        416,000      6,384,000                     6,801,000     35,520,518

Contributions                 15,000,000                                                 $    200,000        200,000     15,200,000

Net loss for period           (8,549,767)                                                                                (8,549,767)
                            ------------    ------------   ------------   ------------   ------------   ------------   ------------

Balance at December 31,
  1995                        35,169,751           1,000        416,000      6,384,000        200,000      7,001,000     42,170,751

Net loss for period          (11,356,385)                                                                               (11,356,385)
                            ------------    ------------   ------------   ------------   ------------   ------------   ------------

Balance at September 30,
  1996                      $ 23,813,366    $      1,000   $    416,000   $  6,384,000   $    200,000   $  7,001,000   $ 30,814,366
                            ============    ============   ============   ============   ============   ============   ============

</TABLE>


The  accompanying  notes  are an  integral  part of the  consolidated  financial
statements.

<PAGE>

                              GALAXY TELECOM, L.P.
                     CONSOLIDATED STATEMENTS OF CASH FLOWS

          For the nine months ended
                                                 September 30,     September 30,
                                                        1996             1995
                                                 -------------    -------------
                                                  (Unaudited)        (Unaudited)

Cash flows from operating activities:
 Net  loss                                       $ (11,356,385)   $  (4,896,584)
   Adjustments  to  reconcile  net  loss
   to  net  cash  provided  by  operating
   activities:

   Depreciation and amortization expense            14,988,715        7,332,829
   Amortization of debt issue costs                    780,868          308,980
   Financeable interest                                404,670          350,352
   Provision for doubtful accounts receivable          845,290          217,537
   Loss on sale of assets                               28,476            9,238

   Changes in assets and liabilities:
      Subscriber receivables                        (3,672,571)      (1,488,485)
      Prepaids and other                              (855,746)        (370,647)
 Accounts payable and accrued
expenses                                               195,661        1,079,263
      Subscriber deposits and deferred revenues      2,962,453        1,048,338
                                                 -------------    -------------

Net cash provided by  operating activities           4,321,432        3,590,821
                                                 -------------    -------------

Cash flows from investing activities:
   Acquisition of cable systems                    (13,171,100       (4,277,857)
   Capital expenditures                            (13,123,006)      (3,523,339)
   Proceeds from sale of assets                         54,990              350
   Other intangible assets                            (166,154)         (45,862)
                                                 -------------    -------------

Net cash used in investing activities              (26,405,270)      (7,846,708)
                                                 -------------    -------------

Cash flows from financing activities:
   Proceeds from Senior Subordinated Notes         120,000,000
   Net borrowings-Revolving Credit Facility         21,185,000        3,467,510
   Payments of debt issue costs                     (4,545,366)
   Payments on other debt                             (121,026)     (59,000,000)
                                                 -------------    -------------

Net cash provided by financing activities           21,067,408       59,922,144
                                                 -------------    -------------

Net increase (decrease) in cash                     (1,019,864)      55,666,257

Cash and cash equivalents,  beginning of period      3,430,835        2,890,410
                                                 -------------    -------------

Cash and cash equivalents, end of period         $   2,410,971    $  58,556,667
                                                 =============    =============


The  accompanying  notes  are an  integral  part of the  consolidated  financial
statements.
<PAGE>

GALAXY TELECOM, L.P.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
UNAUDITED


1.      STATEMENT OF ACCOUNTING PRESENTATIONS AND OTHER INFORMATION

        The attached  interim  financial  statements are presented in accordance
with the  requirements  of Form 10-Q and  consequently do not include all of the
footnote  disclosures  required for audited  financial  statements  by generally
accepted accounting principles.  The results for September 30, 1996, and for the
three and nine months then ended are not  necessarily  indicative of the results
for the entire 1996 fiscal year. It is suggested that the accompanying financial
statements be read in conjunction with the  Partnership's  Annual Report on Form
10-K for the year ended December 31, 1995.

     Galaxy Telecom Capital Corp. ("Capital Corp."), a Delaware corporation, was
formed July 26, 1995 and was funded August 1, 1995 as a wholly owned  subsidiary
of the  Partnership.  Capital Corp. did not have any significant  operations for
the period ended September 30, 1996.

     The following  notes,  insofar as they are applicable to the three and nine
months ended  September  30, 1996 and September  30, 1995,  are not audited.  In
management's  opinion,  all  adjustments,  consisting  of only normal  recurring
accruals considered necessarily for a fair presentation of
such financial statements are included.

2.      SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

     Interest  paid  during  the  three  months  ended  September  30,  1996 was
approximately $8.5 million. Interest paid during the nine months ended September
30, 1996 was approximately  $16.3million.  Interest paid during the three months
ended September 30, 1995 was  approximately  $2.7 million.  Interest paid during
the nine months ended September 30, 1995 was approximately $3.5 million.

3.  RELATED PARTY TRANSACTIONS

        The  Partnership  incurs  management  fees and expenses  pursuant to the
terms of a  management  agreement  with  Galaxy  Systems  Management,  Inc.,  an
affiliate  of a  general  partner,  under  which it  manages  the  Partnership's
business.  Beginning December 1, 1995, management fees are calculated at 4.5% of
gross  revenues  as defined in the  management  agreement.  Prior to December 1,
1995, the fees were calculated at 5.5%. Management fees totaled $714,786 for the
three  months ended  September  30, 1996 and $390,550 for the three months ended
September 30, 1995. Management fees totaled $2,065,645 for the nine months ended
September 30, 1996 and $1,144,286 for the nine months ended September 30, 1995.

4.      NOTES PAYABLE

        Notes Payable consist of the following:

                                        September 30,  December 31,
                                             1996            1995
                                       -------------    -------------
                                         (Unaudited)

          Revolving Credit Facility   $  38,685,000    $  17,500,000
          Term Loan                       8,000,000        8,000,000
          Financeable interest              850,716          446,046
          Senior Subordinated Notes     120,000,000      120,000,000
          Unamortized discount             (495,661)        (585,000)
          Other                              41,103          165,909
                                      -------------    -------------
             Total Notes Payable      $ 167,081,160    $ 145,526,955
                                      =============    =============

5.      PENDING ACQUISITIONS

        On  August  16,  1995,  the  Partnership  signed a letter  of  intent to
purchase  certain  assets  comprising a cable  television  system of Five Rivers
Cable  Company  (the "Five Rivers  System") for a purchase  price of $.5 million
which is  subject to  reduction  in the event  fewer than 588 basic  subscribers
exist at closing.  As of  December  31,  1995,  the Five  Rivers  System  passed
approximately  730 homes  located in  Tennessee,  with 24 miles of plant,  for a
density of 30.4 homes per mile. The Five Rivers System served  approximately 600
basic subscribers and had a basic penetration rate of approximately  82.2% as of
March 31, 1996. As of September 30, 1996, this acquisition is still pending.

6.  SUBSEQUENT EVENTS

        On November 1, 1996, the Partnership  purchased certain cable television
systems of C-S Cable Company ("C-S Cable") for a $2.3 million.  C-S Cable passes
approximately  4,200  homes  located in Florida and serves  approximately  3,400
basic subscribers, a basic penetration rate of approximately 81.0% at closing.


<PAGE>

     PART I.  FINANCIAL INFORMATION
     Item 2. -- MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
               RESULTS OF OPERATIONS

 INTRODUCTION
     Galaxy Telecom,  L.P. (the "Partnership")  began operations on December 23,
1994.  The  Partnership  acquired  certain  cable  television  systems of Galaxy
Cablevision,  L.P., Vantage Cable Associates, L.P., Vista Communications Limited
Partnership III and Chartwell Cable on December 23, 1994, and

certain  other  cable  systems  of Galaxy  Cablevision  on March 31,  1995,  for
aggregate consideration of $98.8 million.

     The Partnership completed,  in September 1995, a public offering of 12.375%
Senior  Subordinated  Notes due 2005,  in the face amount of  $120,000,000  (the
"Notes").  The Partnership received proceeds from the Notes, net of expenses, in
the  amount  of   $115,800,000.   The  proceeds  of  the  Notes  were  used  for
restructuring debt and the expansion of the business of the Partnership  through
acquisitions of additional cable systems described herein.

        During the second  quarter of 1996,  the  Partnership  acquired  certain
cable  television  systems of Cablevision of Texas III,  Empire  Communications,
Empire Cable of Kansas,  Hurst  Communications,  Midcontinent  Cable Systems and
High Plains Cable for an aggregate  consideration  of $12.9 million.  During the
fourth  quarter of 1995,  the  Partnership  acquired  certain  cable  television
systems of Douglas Cable Communications  Limited  Partnership,  Friendship Cable
Southeast,   Vista/Narragansett   Cable,  L.P.,  Vista  Communications   Limited
Partnership I, and Phoenix Cable for aggregate consideration of $88.7 million.

        On June 15, 1996, the  Partnership  traded certain of its assets located
in Shawnee County and Jefferson County, Kansas (the "Shawnee County System") for
certain assets comprising  approximately 7 cable television  systems of TCI (the
"TCI Systems") located in northern Mississippi.

RESULTS OF OPERATIONS

     The  following  table sets forth the  percentage  relationship  of selected
income  statement  items as a percent of revenues  for the three months and nine
months ended  September 30, 1996 and  September  30, 1995.  Amounts shown are in
thousands.


<TABLE>
<CAPTION>


                                                For the three months ended September 30,    For the nine months ended September 30,
                                                ----------------------------------------    ---------------------------------------

                                                      1996                  1995                   1996                 1995
                                                   ----------             ---------           ------------           -----------
                                               Amount       %age      Amount     %age      Amount       %age     Amount       %age
                                             --------    --------  --------    --------  --------     --------  --------   --------
<S>                                       <C>         <C>      <C>           <C>      <C>          <C>      <C>        <C>

Revenues                                     $ 15,889      100.0%  $  7,100      100.0%  $ 45,910       100.0%  $ 20,808     100.0%
                                             --------    --------  --------    --------  --------     --------  --------   --------

Operating expenses:
   System operations                            7,451       46.9%     3,244       45.7%    20,783        45.3%     9,320      44.8%
   Selling, general and administrative          1,509        9.5%       898       12.6%     4,873        10.6%     2,430      11.7%
   Management fees                                715        4.5%       390        5.5%     2,066         4.5%     1,144       5.5%
   Depreciation and amortization                5,468       34.4%     2,898       40.8%    14,989        32.6%     7,642      36.7%
                                             --------    --------  --------    --------  --------     --------  --------   --------

   Total operating expenses                    15,143       95.3%     7,430      104.6%    42,711        93.0%    20,536      98.7%

Operating income                                  746        4.7%      (330)      (4.6%)    3,199         7.0%       272       1.3%

    Interest expense                           (5,181)     (32.6%)   (1,471)     (20.8%)                (31.9%)   (5,265)    (25.3%)
    Other income                                   54        0.3%        40         .6%        88         0.2%        96       0.5%
                                             --------    --------  --------    --------  --------     --------  --------   --------
Net loss                                     $ (4,380)     (27.6%) $ (1,761)     (24.8%)  (11,356)      (24.7%)   (4,897)    (23.5%)
                                             ========    ========  ========    ========  ========     ========  ========   =======

</TABLE>

     The following table sets forth demographic  information as of June 30, 1996
and September 30, 1996. Information prior to these dates are not comparable.

                            June 30,        September 30,
                                   1996         1996
                                   ----         ----

        Homes Passed              292,145      289,254
        Basic Subscribers         175,176      177,067
        Basic Penetration         59.96%       61.22%
        Revenue per Subscriber    $29.58       $29.91

        Premium Subscribers       89,993       92,887
        Premium Penetration       51.37%       52.46%


        The  Partnership  generated  revenues in the amount of  $15,889,468  and
$45,909,789 for the three month and nine month periods ended September 30, 1996,
respectively.  For the three month and nine month  periods  ended  September 30,
1995,  the  Partnership  generated  revenues  in the  amount of  $7,100,486  and
$20,807,762, respectively. The Partnership was able to increase rates in certain
systems during 1996,  therefore  average  revenue per subscriber  increased from
$29.64 at September  30, 1995 to $30.05 at September  30, 1996.  The increase in
revenue was primarily due to the inclusion of revenue from the acquired  systems
and revenue generated through internal growth.

        For the three months ended  September  30, 1996 and  September  30, 1995
system operating expenses  consisting of subscriber costs,  technician costs and
system maintenance costs were $7,451,611, and $3,243,728,  respectively, and, as
a percentage  of  revenues,  increased  slightly  from 45.7% in 1995 to 46.9% in
1996. For the nine months ended September 30, 1996 and September 30, 1995 system
operating  expenses were  $20,783,320  and $9,319,528,  respectively,  and, as a
percentage of revenues,  increased slightly from 44.8% in 1995 to 45.3% in 1996.
The increases are a result of the acquisitions,  increased  programming fees and
pole attachment rates charged to the Partnership and internal growth.


        Selling,  general and  administrative  expenses,  which includes  office
rents and maintenance,  marketing costs and corporate  expenses,  increased from
$897,843  to  $1,508,784  for the three  months  ended  September  30,  1995 and
September 30, 1996, respectively, and from $2,430,106 to $4,872,965 for the nine
months ended  September 30, 1995 and September 30, 1996,  respectively.  For the
three month period ended September 30, these expenses  decreased as a percentage
of revenue from 12.6% in 1995 to 9.5% in 1996.  For the nine month periods ended
September 30, these expenses  decreased from 11.7% in 1995 to 10.6% in 1996. The
Partnership  was  able to  decrease  marketing  expenses  by  sharing  costs  of
promotions with programmers.  Administrative  costs decreased as a percentage of
revenue due to the Partnership's ability to serve additional  subscribers within
its  existing  corporate  structure.   The  increase  in  selling,  general  and
administrative expenses in absolute terms results in

        For the three months ended  September  30, 1996 and  September  30, 1995
depreciation and amortization expense was $5,468,178,  or 34.4% of revenues, and
$2,898,048,  or 36.2% of  revenues,  respectively.  For the  nine  months  ended
September 30, 1996 and September 30, 1995 depreciation and amortization  expense
was  $14,988,715,  or 32.6% of revenues,  and $7,641,809,  or 36.7% of revenues,
respectively.   The  increase  in  depreciation  and  amortization   expense  is
attributable  to the  increase  in fixed  assets  from  internal  purchases  and
acquisitions.

     For the nine months  ended  September  30,  1996 and  September  30,  1995,
interest expense was $14,643,448 and $5,264,828,  respectively.  The increase of
$9,378,620 was a result of the issuance of the Notes  described  above and other
financing. Other income decreased to $87,919 from $96,211 for

the nine months ended September 30, 1995 and 1996,  respectively,  a decrease of
$8,292.

     The Partnership as an entity pays no income taxes,  although it is required
to file federal and state income tax returns for  informational  purposes  only.
All  income or loss  "flows  through"  to the  partners  of the  Partnership  as
specified in the Partnership's limited partnership agreement.

LIQUIDITY AND CAPITAL RESOURCES:

     As of September 30, 1996, the  Partnership  had $2,410,971 in cash and cash
equivalents.  Total current  liabilities  (other than notes payable) exceed cash
and cash  equivalents  by  $12,962,628.  The  Partnership  expects  to fund this
deficiency through its operating cash flows.

        Due to the  results  of  operations  discussed  above,  the  Partnership
generated   operating  cash  flows,   defined  as  earnings   before   interest,
depreciation and  amortization  expense,  of $18,187,859,  or 39.7% of operating
revenues  and  $7,913,842,  or 38.0% of  operating  revenues for the nine months
ended September 30, 1996 and 1995, respectively.

     On  April  1,  1996,  the  Partnership  acquired  certain  assets  from the
Cablevision of Texas Systems for a total purchase  price of $10.16  million.  In
April  1996,  the  Partnership  also  completed  the  acquisitions  of the Hurst
Systems,  the High Plains Systems and the Midcontinent  Systems for an aggregate
amount of approximately $2.75 million

        The  Partnership  had an aggregate of  approximately  $167.1  million of
indebtedness  as of September 30, 1996,  representing  $120 million of Notes and
$47.1 million of bank debt. The bank debt includes a Revolving  Credit  Facility
under which the Partnership may make revolving borrowings of up to $58.5 million
until  December  31,  1997,  subject  to  compliance  with  certain  conditions,
including  certain  financial  covenants.  On  December  31,  1997,  outstanding
balances of the Revolving Credit Facility will convert to a term loan amortizing
quarterly  until a final  maturity on December 31, 2002.  The  Revolving  Credit
Facility requires the Partnership to maintain  compliance with certain financial
ratios and other  covenants.  The financial  covenants in the  Revolving  Credit
Facility  may limit the  Partnership's  ability  to borrow  under the  Revolving
Credit  Facility.  The  Partnership  presently  intends to utilize the Revolving
Credit  Facility to fund capital  expenditures,  repay the term loan and acquire
additional  cable  systems.  As of  September  30,  1996,  the  Partnership  has
borrowings under the Revolving  Credit Facility of $38.7 million,  which include
borrowings used to fund the  acquisitions  of the  Cablevision of Texas,  Hurst,
High Plains and Midcontinent Systems. The bank debt also includes a term loan of
$8.0 million.  In December,  1996, when such loan becomes  prepayable  without a
premium or other charge,  the  Partnership  presently  intends to repay the term
loan in full with borrowings under the Revolving Credit Facility.

          As of  September  30,  1996,  the  Partnership  had $137.4  million in
systems and equipment  consisting of $129.9 million of cable television  systems
and $7.5 million of vehicles, equipment, buildings and office equipment, all net
of accumulated depreciation. The Partnership had capital expenditures (exclusive
of system acquisitions) of $13.1 million for the nine months ended September 30,
1996. For the nine months ended  September 30, 1995, the Partnership had capital
expenditures  (exclusive of system acquisitions) of $3.5 million.  These capital
expenditures were financed mainly through the Revolving Credit Facility and cash
flows from operations.  During the first nine months of 1996, the  Partnership's
capital  expenditures  were  primarily  used to  purchase  vehicles  and related
equipment,  expand office space, eliminate headends by interconnecting  adjacent
systems with fiber-optic  cable,  expand and wire related headend  buildings and
electronic  equipment,  and perform  routine  maintenance  of the existing cable
plant.

        The  Partnership's  cash  flows  have been  sufficient  to meet its debt
service,  working  capital  and  capital  expenditure  requirements,   with  the
exception of the above  acquisitions  of cable  systems,  which have been funded
principally  through the proceeds of the Note and borrowings under the Revolving
Credit Facility. The Partnership expects that it will be able to meet its short-
and  long-term  requirements  for debt  service,  working  capital  and  capital
expenditures and to fund future cable system acquisitions  through its operating
cash flows and borrowings under the Revolving Credit Facility, and its access to
additional capital in the public and private debt markets.


PART II.  OTHER INFORMATION

Items 1 through 5.

None.

Item 6. Exhibits and Reports on Form 8-K

     (a)  Exhibits.  The  following  exhibits  are included or  incorporated  by
reference below.

        27.     Financial Data Schedule

     (b)  Reports of Form 8-K.  No  reports  of Form 8-K were  filed  during the
quarter ended September 30, 1996.

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.



                GALAXY TELECOM, L.P.
        BY:     Galaxy Telecom, Inc.
                 as General Partner




Date: November 14, 1996          /s/ J. Keith Davidson
                           BY:     J. Keith Davidson
                               Vice President-Finance      
                           (Principal Financial Officer)