<PAGE>

               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    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                  0-873
                      __________________________________________


                     PACIFIC TELECOM, INC.
________________________________________________________________
  (Exact name of registrant as specified in its charter)


         Washington                         91-0644974
________________________________________________________________
(State or other jurisdiction of          (I.R.S. Employer
 incorporation or organization)         Identification No.)


805 Broadway, P.O. Box 9901, Vancouver, Washington  98668 - 8701
________________________________________________________________
(Address of principal executive offices)           (Zip Code)

Registrant's telephone number, including area code (360)905-5800
                                                  ______________


                           No Change
________________________________________________________________
(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
                          ___        ____

     Indicate  the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable 
date.  

Common Stock, no par value          100 shares
______________________________________________________________
   (Title of Class)        (Outstanding at August 1, 1997)

REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION 
H (1) (A) AND (B) OF FORM 10-Q AND IS THEREFORE FILING THIS FORM
WITH THE REDUCED DISCLOSURE FORMAT. 
<PAGE>

                       PACIFIC TELECOM, INC.

                              INDEX
                              _____

PART I  FINANCIAL INFORMATION:                          PAGE NO.
        _____________________                           ________

        Item 1 - Financial Statements:

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


                 Consolidated Statements of Income -
                 Three and six months ended June 30, 
                 1997 and 1996                             4


                 Consolidated Statements of Cash Flows -
                 Six months ended June 30, 1997 and 1996   5


                 Condensed Notes to Consolidated 
                 Financial Statements                    6 - 7



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




PART II    OTHER INFORMATION:
           _________________

           Item 1 - Legal Proceedings                      10

           Item 5 - Other Information                      10

           Item 6 - Exhibits and Reports on Form 8-K       10

           Signatures                                      11

                                -2-
<PAGE>
PART I    FINANCIAL INFORMATION
Item 1. - Financial Statements

                         PACIFIC TELECOM, INC.
                     Consolidated Balance Sheets
                             (Unaudited)


                               ASSETS
                               ______

                                                      June 30,   December 31,
                                                        1997         1996 
                                                      ________   ___________
                                                         (In thousands) 
Current assets:
 Cash and temporary cash investments                $    9,762    $    9,421 
 Accounts receivable                                   105,816        97,705
 Accounts and notes receivable - affiliates (Note 2)    22,538        62,345
 Material and supplies (at average cost)                10,411         8,676
 Inventory - North Pacific Cable                        49,420        53,883 
 Other                                                   9,349         6,428
                                                     _________     _________
  Total current assets                                 207,296       238,458 

Investments                                            123,562       131,621

Plant in service:
 Telecommunications                                  1,675,477     1,631,443 
 Other                                                  23,167        22,444 
 Less accumulated depreciation                         764,288       721,462
                                                     _________     _________
                                                       934,356       932,425 
 Construction work in progress                          11,927        16,140
                                                     _________     _________
 Net plant                                             946,283       948,565 


Intangible assets - net                                359,530       365,451

Deferred charges                                        25,710        17,713
                                                     _________     _________
 Total assets                                       $1,662,381    $1,701,808 
                                                     _________     _________
                                                     _________     _________


                LIABILITIES AND SHAREHOLDER'S EQUITY
                ____________________________________

Current liabilities:
 Currently maturing long-term debt                  $   38,736    $   15,813 
 Notes payable                                             -          18,000 
 Accounts payable                                       48,470        48,138 
 Accrued liabilities                                    54,591        52,788 
 Dissenters' rights (Note 2)                            15,043        27,930 
 Accrued access and unearned revenue                     5,945         7,216
                                                     _________     _________
  Total current liabilities                            162,785       169,885 

Long-term debt                                         477,113       527,906

Deferred income taxes (Note 4)                         157,736       152,116 

Unamortized investment tax credits                       4,498         5,203 

Other long-term liabilities                             53,716        51,607 

Minority interest                                       18,287        17,216 

Shareholder's equity: 
 Common stock                                              -              -
 Additional paid-in capital                            225,943        225,943 
 Retained earnings (Note 3)                            562,303        551,932
                                                     _________      _________
  Total shareholder's equity                           788,246        777,875
                                                     _________      _________

  Total liabilities and shareholder's equity        $1,662,381     $1,701,808
                                                     _________      _________
                                                     _________      _________
[FN]
     See accompanying notes to consolidated financial statements.

                                -3-
<PAGE>
<TABLE>
                         PACIFIC TELECOM, INC.
                   Consolidated Statements of Income
                             (Unaudited)


<CAPTION>
                                         Three Months Ended   Six Months Ended
                                              June 30,            June 30,
                                        ___________________   _________________
                                          1997        1996      1997      1996
                                        _______     _______   _______   _______
                                                      (In thousands)
<S>                                    <C>         <C>       <C>       <C>
Operating revenues:
 Local network service                 $ 37,615    $ 33,801  $ 73,174  $ 66,440
 Network access service                  65,876      62,657   129,498   126,128
 Long distance network service              406         339       805       762
 Sales of cable capacity                    -         2,174       112     2,249
 Cellular                                12,801      10,609    23,020    19,377
 Other                                   17,471      17,721    35,547    34,628
                                        _______     _______   _______   _______
   Total operating revenues             134,169     127,301   262,156   249,584
                                        _______     _______   _______   _______

Operating expenses:
 Plant support                           24,461      22,947    46,384    44,973
 Depreciation and amortization           26,456      25,548    53,211    50,888
 Other operating expense                  9,267       7,983    16,475    15,668
 Cost of cable sales                        -         1,490        54     1,526
 Customer operations                     11,276      11,425    21,649    22,474
 Administrative support                  15,543      14,995    32,124    30,999
 Taxes other than income taxes            5,197       4,999    10,132     9,787
                                        _______     _______   _______   _______

    Total operating expenses             92,200      89,387   180,029   176,315
                                        _______     _______   _______   _______
Operating income                         41,969      37,914    82,127    73,269
                                        _______     _______   _______   _______
Other income (expense):
 Interest expense                        (9,700)    (10,392)  (20,188)  (20,339) 
 Interest income                            747         596     1,490     1,201  
 Gain on sale of subsidiaries 
   and investments                          -         2,890     1,317     3,705
 Equity income                            2,433       2,050     3,691     2,985  
 Other                                   (3,952)     (3,524)   (5,631)   (5,074) 
                                        _______     _______   _______   _______
   Other expense - net                  (10,472)     (8,380)  (19,321)  (17,522) 
                                        _______     _______   _______   _______ 
Income before income taxes               31,497      29,534    62,806    55,747

Income taxes (Note 4)                    12,286      11,490    25,184    21,686
                                        _______     _______   _______   _______
Net income                             $ 19,211    $ 18,044  $ 37,622  $ 34,061
                                        _______     _______   _______   _______
                                        _______     _______   _______   _______

<FN>
     See accompanying notes to consolidated financial statements.
</TABLE>
                                -4-

                         PACIFIC TELECOM, INC.
                 Consolidated Statements of Cash Flows
                              (Unaudited)



                                                          Six Months Ended 
                                                               June 30,   
                                                          ________________
                                                            1997     1996 
                                                           ______   ______
                                                           (In thousands)    
Cash Flows from Operating Activities:
 Net income                                               $37,622 $ 34,061 
 Adjustments to reconcile net income
  to net cash provided by operating activities:
   Depreciation and amortization                           57,766   54,951 
   Deferred income taxes and investment tax credits, net    7,189    3,267 
   Gain on sale of subsidiaries and investments            (1,317)  (3,705)
   Gains from unconsolidated entities, net                 (3,476)  (2,991)
   Accounts receivable and other current assets           (10,592) (15,184)
   Inventory - North Pacific Cable                             54    1,526 
   Accounts payable and accrued liabilities                (2,289)  25,863 
   Other                                                    5,983    4,677 
                                                           ______  _______
      Net cash provided by operating activities            90,940  102,465 
                                                           ______  _______

Cash Flows from Investing Activities:
 Construction expenditures                                (51,797) (46,972)
 Investments in and advances to affiliates                 (5,709)  (1,928)
 Proceeds from sales of assets                             11,959    2,255 
                                                           ______  _______
     Net cash used by investing activities                (45,547) (46,645)
                                                           ______  _______
Cash Flows from Financing Activities:
      Decrease in short-term debt                         (43,000) (17,000)
      Change in affiliated notes                           28,067      -     
      Proceeds from issuance of long-term debt                -      1,740 
      Dividends paid                                      (27,250) (26,317)
      Payments of long-term debt                           (2,869)  (3,347)
                                                           ______  _______
    Net cash used by financing activities                 (45,052) (44,924)
                                                           ______  _______
Increase in Cash and Temporary Cash Investments               341   10,896 

Cash and Temporary Cash Investments at 
   Beginning of Period                                      9,421    6,331 
                                                           ______  _______
Cash and Temporary Cash Investments at 
   End of Period                                          $ 9,762 $ 17,227 
                                                           ______  _______
                                                           ______  _______


Supplemental Disclosures of Cash Flow Information:
 Cash paid during the six months ended June 30 for:
   Interest                                               $19,755 $ 20,080 
   Income Taxes                                           $15,625 $ 11,081
 North Pacific Cable inventory reclassisfied to 
   Telecommunications - Plant in service                  $ 4,409 $    -


[FN]
     See accompanying notes to consolidated financial statements.

                                -5-

<PAGE>
            Notes to Consolidated Financial Statements
                            (Unaudited)


1.  The consolidated financial statements include all normal
    adjustments  which,  in  the  opinion of management, are
    necessary  to  present fairly the consolidated financial
    position at June 30, 1997, and the consolidated results 
    of operations for the three and six months ended June 30, 1997 
    and 1996 and cash flows for the six months ended June 30,
    1997 and 1996.   These consolidated financial statements 
    should  be  read  in  conjunction  with  the   financial 
    statements  and  related  notes  included  in the latest
    annual report filed on Form 10-K of Pacific Telecom, Inc. 
    (Company).  The   consolidated   results  of  operations 
    presented  herein  are not necessarily indicative of the 
    results   to   be  expected  for   the  year.   The 1996 
    consolidated   financial   statements   reflect  certain
    reclassifications   to   conform   to  the  current year 
    presentation.  These reclassifications have no effect on 
    previously stated net income. 


2.  The  Company  is a wholly-owned subsidiary of PacifiCorp 
    Holdings,   Inc.  (Holdings),  which  is  a wholly-owned 
    subsidiary  of PacifiCorp.  See "Part II, Item 5 - Other 
    Information"  for information regarding the pending sale 
    of all Pacific Telecom, Inc. outstanding common stock to 
    Century Telephone Enterprises, Inc.

    The current liability for dissenters' rights decreased from
    the year end balance due to payments made to dissenting
    shareholders.  See  Note  2  to  the  Consolidated Financial
    Statements included in the Company's Annual Report on Form 
    10-K for the year ended December 31, 1996, for information
    related to  the affiliated note for amounts to be paid dissenters 
    relating to the minority buy-out.  See "Part II, Item 1 - 
    Legal Proceedings" for  information relating to a lawsuit 
    involving dissenters' and the Company.  

3.  Certain  loan  agreements contain  provisions restricting
    the payment of  cash  dividends.   Retained  earnings  of 
    approximately  $267  million were available for dividends 
    and other distributions at June 30, 1997.  

    The Company's  ratio of earnings to fixed charges for the 
    six months ended  June 30, 1997, calculated in accordance 
    with  Item  503  of  Regulation  S-K under the Securities 
    Exchange Act of 1934, was 3.8 to 1.  

4.  The Company's effective combined state and federal income 
    tax  rates were 40.1 percent and 38.9 percent for the six 
    months ended  June  30, 1997 and 1996, respectively.  The 
    effective tax rate increase in the first half of 1997 was 
    due   in   large  part  to  a  deferred intercompany gain 
    triggered  by  the  sale of a subsidiary, Wayside Telcom, 
    Inc.,  in   February.   The  deferred  intercompany  gain 
    generated $740,000 of income tax expense in excess of the
    statutory   rate   due   to   the  "Goodwill"  investment 
    associated   with   the   telephone  and cable television 
    subsidiaries    that    were    spun   off   from Wayside


                                -6-
<PAGE>
             Notes to Consolidated Financial Statements
                            (Unaudited)

    Telcom in 1994.  No deferred taxes were provided on such 
    "Goodwill" resulting  in  the  higher  tax expense.   The 
    difference  between  taxes  calculated  at the statutory 
    federal  tax  rates and the effective combined rates for 
    1997 and 1996 is reconciled as follows:

                                                  1997    1996
                                                  ____    ____

     Federal statutory rate                       35.0%   35.0%
     State income taxes, net of federal benefit    3.4     4.8
     Amortization of investment tax credits       (1.1)   (1.5)
     Amortization of excess deferred income taxes  (.4)    (.5)
     Amortization of excess cost                   1.8     1.9 
     Recapture Wayside deferred tax on 
      intercompany gain                            1.2      - 
     Other                                          .2     (.8)
                                                  ____    ____
         Effective tax rate                       40.1%   38.9%
                                                  ____    ____
                                                  ____    ____


     The components of income tax expense are as follows:  


                                Three Months Ended  Six Months Ended  
                                      June 30,          June 30,    
                                __________________  ________________
                                  1997       1996     1997     1996 
                                 ______    _______   ______   ______
                                            (In thousands)            

  Federal income taxes          $10,523   $  8,870  $21,910  $17,598 
  State income taxes              1,763      2,620    3,274    4,088 
                                 ______     ______   ______   ______

                                $12,286    $11,490  $25,184  $21,686 
                                 ______     ______   ______   ______
                                 ______     ______   ______   ______


  Income taxes currently
     payable                    $ 8,331   $  9,744  $17,879  $18,361 
  Deferred income taxes           4,308      2,177    8,011    4,188 
  Amortization of deferred 
    investment tax credits         (353)      (431)    (706)    (863) 
                                 ______     ______   ______   ______
                                $12,286    $11,490  $25,184  $21,686
                                 ______     ______   ______   ______
                                 ______     ______   ______   ______



                                -7-


<PAGE>
Item 2.        Management's Discussion and Analysis of
           Financial Condition and Results of Operations*

                     Six Months Ended June 30
                     ________________________

Results of Operations
_____________________

The Company's net income for  the six months ended June 30, 1997 
was  $37.6  million,  an   increase  of 10.5 percent compared to 
net  income  of  $34.1  million  for  the  same  period in 1996.  
Operating income increased 12.1 percent  or  $8.9 million in the 
first half of 1997 compared to 1996.  Operating income increased 
due  to  LEC  internal  access line growth  and  higher enhanced 
services revenues and growth in cellular operations.  

Operating  revenues  for  the  first  half  of  1997 were $262.2 
million, an increase of $12.6 million, or 5.0  percent, compared 
to the same period in 1996.  Local network service revenues grew 
$6.7  million  due  to  higher LEC enhanced services revenues of 
$2.5 million,  revenues  from  internal  access  line  growth of 
$3.1  million   and   extended   area  service  revenue  of  $.6 
million.  Network access service  revenue increased $3.4 million 
due  to  the  effect  of  higher  revenue  requirements  of $1.7 
million and $2.6  million due to increased minutes of use.  This 
was  partially  offset  by  decreases  in Universal Service Fund 
support of $.8 million.  Sales  of cable capacity decreased $2.1 
million   due   to   lower  circuit  sales.   Cellular  revenues 
increased  $3.6  million  due to customer growth.  Other revenue 
increased  $.9  million  due  to $1.6 million received from AT&T 
relating  to  services  provided  to  AT&T  Alascom,  higher LEC 
nonregulated   customer   premise   equipment   revenues  of $.9 
million   and   higher   cable lease and restoration revenues of 
$.8 million.    This  was  partially   offset  by   $2.1 million 
in   lower   billing  and  collection  revenues  due to contract 
modifications that resulted in service reductions.  

Operating   expenses   in   the  first  half of 1997 were $180.0 
million,  an  increase of $3.7 million, or 2.1 percent, compared 
to  the  first  half  of  1996.   Plant  support  increased $1.4 
million  due  to  the  $.8  million  effect  of  LEC access line 
growth   and   $.5   million   in   increased   lease   circuits 
expense   on   the   cable.    Depreciation   expense  increased 
$2.3 million mainly   due to increased LEC plant balances.  Cost 
of cable sales decreased $1.5 million due to lower circuit sales.  
Administrative  support  was  up  $1.1  million compared to 1996 
mainly due to $1.0 million for services provided to AT&T Alascom.  

Other expense - net for the first half of 1997 was $19.3 million, 
an increase of  $1.8  million or 10.3 percent from 1996.  Gain on 
sale  of  subsidiaries  and  investments  includes  the  sale  of 
cellular  properties  in  1997  and  1996.   Equity earnings from 
cellular  and telephone investments increased  $.7 million in the 
first half of 1997 compared to the same period in 1996.  

Income taxes increased $3.5 million due to the $2.2 million effect 
of higher taxable income  and  the $1.2 million effect of the sale 
of cellular properties in February 1997.  


Acquisitions
____________

The Company has pending acquisitions of local exchange properties 
in Minnesota,  Michigan  and  Alaska serving approximately 70,000 
access   lines.    Approvals   for  the  Minnesota  and  Michigan 
acquisitions have been received from the public utility commission 
in  those  states.   The  Company  is  awaiting  approval  of those 
acquisitions  from  the  FCC.   Hearings  before the Alaska Public 
Utilities  Commission for the Alaska acquisition concluded in June 
and the  Company  is  awaiting  an order.  The Company anticipates 
that these  three  acquisitions  will receive all final regulatory 
approvals  and  close  prior to the end of 1997.  The Company also 
has signed letters of intent or  definitive  agreements to acquire 
additional local exchange operations totaling 3,800 access lines.  

__________________                             
    *Pursuant to General Instruction H (1)(a) and (b) of Form 10-Q, 
the  Company  is  substituting  a  management's narrative analysis 
of results of operations for Item 2. 


                                -8-
<PAGE>
            Management's Discussion and Analysis of
           Financial Condition and Results of Operations


See "Part II, Item 7. Management's Discussion and Analysis of 
Financial   Condition   and   Results   of  Operations - 
Acquisitions"   and  Notes   13  and  14 to the Consolidated 
Financial   Statements   included  in  the  Company's  Annual 
Report on Form 10-K for the year ended December 31, 1996, for 
more information about pending acquisitions.  



Dispositions
____________

See "Part II, Item 5 -  Other  Information" in this Form 10-Q 
for information concerning the sale of Pacific Telecom Cellular, 
Inc. to  Century  Telephone  Enterprises,  Inc. (Century) being 
superseded by PacifiCorp's sale of the Company to Century.  


Liquidity and Capital Resources
_______________________________

During  the  six  months  ended  June 30,  1997,  construction 
expenditures  amounted  to  $51.8 million.  These expenditures  
pertained  mainly  to  network  upgrades  and  internal growth 
of the Company's operations.   The  construction  expenditures 
were  funded  primarily   with cash from operations.  In 1997, 
total  construction  expenditures,   which   are  estimated at 
$137.0  million,  are  expected to be funded primarily through 
cash   from    operations.   Included   in   total   estimated 
construction  expenditures  is  $22  million  relating  to the 
acquisitions  that  are  expected  to close during 1997.  Cash 
from  operations   was   lower   in  the  first  half  of 1997 
compared  to  the  first  half of 1996 due to the 1996 receipt 
of  $10.1  million    from   the   National  Exchange  Carrier
Association  attributable  to  certain   revenue   requirement 
adjustments   related    primarily    to   the  transition  of 
acquisition properties.  

The  Company  has  access  to  funds  through  its $300 million 
revolving  credit  agreement which terminates in November 1999.  
At  June  30,  1997,  no  borrowings   were  outstanding  under 
this  agreement.   The revolving  credit agreement  also serves 
as backup  for  a  $100 million commercial paper program, under 
which  no  borrowings  were  outstanding at June 30, 1997.  The 
Company  has a $200 million Series C Medium-term  Note  program 
under  which  $133.5  million  of  notes  were  outstanding  on 
June 30, 1997.   The  remaining $66.5  million could be used to 
fund future acquisitions.   However,  Century  may  require the 
Company to use short-term borrowing facilities for acquisitions 
prior  to  closing  the  sale  of  the Company to Century.  See 
"Part II, Item 5 - Other Information"  for information relating 
to the  sale  of the Company to Century.  At June 30, 1997, the 
Company had approval from the Rural  Telephone Bank  to  borrow 
$15.8 million  in  additional  Rural Utilities Service debt for 
certain construction projects.  

The  Company  has  an  agreement  that  allows   temporary cash 
advances  to  or  from  its  parent, PacifiCorp  Holdings, Inc.  
(Holdings),  at short-term borrowing rates.  At  June 30, 1997, 
$17.0 million  was  due  from  Holdings,  which  includes $15.0 
million  to  be  paid  to dissenters  relating  to the minority 
buy-out.  (See  Note  2  in  "Notes  to  Condensed Consolidated 
Financial  Statements"  in  this  Form  10-Q  and Note 2 to the 
Consolidated  Financial  Statements included  in  the Company's 
Annual   Report   on    Form    10-K    for   the   year  ended 
December 31, 1996, for more information about this transaction.)

The   Company   has   definitive  agreements    with   US  WEST 
Communications, Inc., GTE  North  Incorporated  and the City of 
Fairbanks  to  purchase certain telephone assets  or operations 
in Minnesota,  Michigan  and  Fairbanks, Alaska,  respectively, 
for approximately $248 million in cash, which includes approxi-
mately $20 million for cash to be acquired in the acquisitions.  
These acquisitions are subject to regulatory approvals expected 
to  be  received  during  1997.  The Company has signed letters


                                -9-
<PAGE>

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


of intent or definitive agreements  to acquire  operations 
representing  3,800  access   lines  for approximately $24 
million.   The Company expects to fund  these acquisitions 
through  the  issuance  of  external  debt  and internally 
generated funds.

Any  temporary  cash or liquidity requirements during 1997 
are  expected  to  be  met  through  utilization  of funds 
available   under   the  revolving  credit   agreement  or 
temporary  advances  from  Holdings.   Long-term liquidity 
requirements are expected to be met through utilization of 
funds  available  under  the revolving credit agreement or 
the Series C Medium-term Note program.  Cash needed to pay 
dissenters' rights will be provided by Holdings. 


PART II  OTHER INFORMATION

Item 1.  Legal Proceedings

         The trial in Pacific Telecom, Inc. v. Gabelli Funds,
                      _______________________________________
         Inc. et al.  was held from May 7 to May 14, 1997.  On 
         __________
         May 15, 1997, the court ruled in favor of the Company, 
         holding  that $30.00 per  share  was the fair value of 
         the Company's  common stock on the date of the merger.  
         On  June  10,  1997,  the dissenters filed a Notice of 
         Appeal  of  this  action to the United States Court of 
         Appeals  for  the Ninth Circuit.  See "Part I, Item 3. 
         Legal  Proceedings"  in the Company's Annual Report on 
         Form 10-K  for  the  year ended December 31, 1996, for 
         more information about this lawsuit.  


Item 5.  Other Information

         On June 11, 1997, PacifiCorp entered into an agreement
         to sell the outstanding common stock of the Company to 
         Century  for  approximately  $1.5  billion  in cash in 
         addition to Century's assumption of the Company's debt.  
         The  sale  of  the   Company  is  subject  to  certain 
         regulatory approvals which are expected to be received 
         before the end  of  1997.   This  sale  supersedes the 
         previously announced  letter  of  intent  between  the 
         Company and Century relating to the  sale  of  Pacific
         Telecom Cellular, Inc.   


Item 6.  Exhibits and Reports on Form 8-K

         (a)  Exhibits
              10   Stock  Purchase   Agreement,  dated   as  of 
                   June   11,  1997,  by   and among PacifiCorp 
                   Holdings,   Inc.,   Pacific  Telecom,  Inc., 
                   Century   Telephone   Enterprises,  Inc. and 
                   Century   Cellunet,   Inc.  (Incorporated by 
                   reference   to    Exhibit  2.1   of  Century 
                   Telephone    Enterprises,    Inc.'s  Current 
                   Report   on   Form  8-K dated June 11, 1997, 
                   File No. 1-7784.)
              12   Statements re Computation of Ratios
              27   Financial Data Schedule (filed electronically
                    only)

         (b)  Reports on Form 8-K
              On  Form  8-K  dated  April 11, 1997, under Item 5.  
              "Other Events"  the  Company  reported  information 
              with respect to the pending sale of Pacific Telecom 
              Cellular,  Inc.  to  Century Telephone Enterprises,
              Inc.   

                                -10- 
<PAGE>
                            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.  


                                  Pacific Telecom, Inc.
                               __________________________
                                      (Registrant)




Date:  August 7, 1997             /s/James H. Huesgen
                               ______________________________
                                     James H. Huesgen
                                Executive Vice President and
                                  Chief Financial Officer




                                -11-