<PAGE>
                          FORM 10-Q
                              
             SECURITIES AND EXCHANGE COMMISSION
                   Washington, D.C.  20549

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

        For the quarterly period ended March 31, 1998
                              
[  ]  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  33-91250

            FRONTIER TELEPHONE OF ROCHESTER, INC.
   (Exact name of registrant as specified in its charter)
           (Previously Rochester Telephone Corp.)

                New York                               16-1469713
  (State or other jurisdiction of                  (I.R.S. Employer
  incorporation or organization)                   Identification No.)

180 South Clinton Avenue,  Rochester,  NY              14646-0700
(Address of principal executive offices)               (Zip Code)

                       (716) 777-1000
    (Registrant's telephone number, including area code)

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.

No Par, No Stated Value Common Stock:   772 shares outstanding
                                        as of  April 30, 1998

The 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.
                              
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            FRONTIER TELEPHONE OF ROCHESTER, INC.
                              
                              
                              
                          Form 10-Q
                            Index
                              
                              

                                                         Page
                                                         Number
Part I.        FINANCIAL INFORMATION

   Item 1.     Financial Statements

          Statements of Income for the three months ended
          March 31, 1998 and March 31, 1997               3

          Balance Sheets as of March 31, 1998 and
          December 31, 1997                               4

          Statements of Cash Flows for the three months
          ended March 31, 1998 and March 31, 1997         5

          Notes to Financial Statements                 6-7

   Item 2.    Management's Discussion of the Results of
              Operations and Analysis of
              Financial Condition                      8-12

Part II.      OTHER INFORMATION

   Item 1.    Legal Proceedings                       12-13

   Item 5.    Employees and Labor Relations              13

   Item 6.    Exhibits and Reports on Form 8-K           13

   Signatures                                            14

   Index to Exhibits                                     15

<PAGE>
<PAGE>

              FRONTIER TELEPHONE OF ROCHESTER, INC.
                      Statements of Income
                           (Unaudited)
                                
                                
                                           3 Months Ended March 31,
In thousands of dollars                     1998                 1997
---------------------------------------------------------------------
Revenues                                   $83,291            $80,798
Costs and Expenses
Operating expenses                          39,724             36,744
Depreciation and amortization               14,342             13,672
Taxes other than income taxes                5,910              5,961
---------------------------------------------------------------------
       Total Costs and Expenses             59,976             56,377
---------------------------------------------------------------------
Operating Income                            23,315             24,421
Interest expense                               490                652
Other (income) expense                         (12)               279
---------------------------------------------------------------------
Income Before Taxes                         22,837             23,490
Income taxes                                 8,041              8,195
---------------------------------------------------------------------
Net Income                                 $14,796            $15,295
=====================================================================
See accompanying Notes to Financial Statements.

<PAGE>
<PAGE>
              FRONTIER TELEPHONE OF ROCHESTER, INC.
                         Balance Sheets
                                         March 31, December 31,
                                              1998       1997
     In thousands of dollars           (Unaudited)
---------------------------------------------------------------------
     ASSETS
     Current Assets
     Cash and cash equivalents            $ 28,491  $  2,406
     Accounts receivable, (less allowance
      for uncollectibles of $3,516 and
      $2,646, respectively)                 40,345    45,673
     Accounts receivable - affiliates        3,856     4,382
     Advances to affiliates                 15,706    11,421
     Materials and supplies                    791       710
     Prepaid directory                       9,802    13,934
     Other prepayments                       1,367     1,425
---------------------------------------------------------------------
          Total Current Assets             100,358    79,951
---------------------------------------------------------------------
     Property, plant and equipment, net    336,163   333,406
     Prepaid pension                        17,150    16,419
     Deferred and other assets                 520       709
---------------------------------------------------------------------
          Total Assets                    $454,191  $430,485
=====================================================================
     LIABILITIES AND SHAREHOLDER'S EQUITY
     Current Liabilities
     Accounts payable                      $29,378   $29,904
     Accounts payable - affiliates           9,319     6,820
     Advance billings                        4,654     4,707
     Taxes accrued                          11,860     2,439
     Other liabilities                       4,150     6,585
---------------------------------------------------------------------
          Total Current Liabilities         59,361    50,455
---------------------------------------------------------------------
     Long-term debt                         40,000    40,000
     Deferred income taxes                  20,659    21,448
     Postretirement benefits obligation     26,273    25,327
     Other long-term liabilities             2,264     2,417
---------------------------------------------------------------------
          Total Liabilities                148,557   139,647
---------------------------------------------------------------------
     Shareholder's Equity
     Common stock, no par value and additional
      paid in capital:
      authorized, 1,000 shares:
      issued, 772 shares
      in 1998 and 1997                     232,165   232,165
     Retained earnings                      73,469    58,673
---------------------------------------------------------------------
       Total Shareholder's Equity          305,634   290,838
---------------------------------------------------------------------
        Total Liabilities and
         Shareholder's Equity             $454,191  $430,485
=====================================================================
 See accompanying Notes to Financial Statements.
                                
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               FRONTIER TELEPHONE OF ROCHESTER, INC.
                     Statements of Cash Flows
                            (Unaudited)
                                 
                                                3 Months Ended March 31,
In thousands of dollars                            1998             1997
------------------------------------------------------------------------
Operating Activities
Net income                                      $14,796          $15,295
------------------------------------------------------------------------
Adjustments to reconcile net income to net cash
    provided by operating activities:
   Depreciation and amortization                 14,342           13,672
   Changes in operating assets and liabilities:
     Decrease in accounts receivable              5,854            3,199
     (Increase) decrease in materials
      and supplies                                  (81)             461
     Decrease in prepaid directory                4,132            3,599
     Decrease (increase) in other prepayments        58             (358)
     Increase in prepaid pension                   (731)            (917)
     Decrease (increase) in deferred and
      other assets                                  178             (152)
     Increase (decrease) in accounts payable      1,973          (20,457)
     Decrease in advance billings                   (53)             (86)
     Increase in taxes accrued                    9,421            9,006
     Decrease in other liabilities               (2,435)          (2,247)
     Decrease in deferred income taxes             (789)            (852)
     Increase in postretirement benefits
      obligation                                    946              598
     (Decrease) increase in other long-term
      liabilities                                  (153)             222
------------------------------------------------------------------------
      Total adjustments                          32,662            5,688
------------------------------------------------------------------------
 Net cash provided by operating activities       47,458           20,983
------------------------------------------------------------------------
Investing Activities
Expenditures for property, plant and equipment  (17,088)          (9,376)
------------------------------------------------------------------------
 Net cash used in investing activities          (17,088)          (9,376)
------------------------------------------------------------------------
Financing Activities
Repayments of long-term debt                          -           (9,085)
Advances to/from affiliate                       (4,285)          (5,103)
------------------------------------------------------------------------
 Net cash used in financing activities           (4,285)         (14,188)
------------------------------------------------------------------------
Net Increase (decrease) in Cash and
 Cash Equivalents                                26,085           (2,581)
Cash and Cash Equivalents at Beginning of Period  2,406            3,591
------------------------------------------------------------------------
Cash and Cash Equivalents at End of Period      $28,491          $ 1,010
========================================================================
See accompanying Notes to Financial Statements.
                             
<PAGE>
<PAGE>

            Frontier Telephone of Rochester, Inc.
                Notes to Financial Statements
                         (Unaudited)

Note 1:  Accounting Policies

      The  financial  statements of  Frontier  Telephone  of
Rochester,   Inc.   ("FTR"  or   the  "Company")   (formerly
Rochester  Telephone  Corp.), a wholly owned  subsidiary  of
Frontier  Corporation ("Frontier"), are unaudited  and  have
been   prepared   in  accordance  with  generally   accepted
accounting  principles for interim financial  reporting  and
Securities  and  Exchange  Commission  ("SEC")  regulations.
Certain   information  and  footnote  disclosures   normally
included in financial statements prepared in accordance with
generally accepted accounting principles have been condensed
or  omitted pursuant to such rules and regulations.  In  the
opinion of management, the financial statements reflect  all
adjustments  (of  a normal and recurring nature)  which  are
necessary to present fairly the financial position,  results
of  operations,  and  cash flows for  the  interim  periods.
These  financial  statements should be read  in  conjunction
with  the Annual Report of the Company on Form 10-K for  the
year ended December 31, 1997.

      Preparation of financial statements in conformity with
generally accepted accounting principles requires management
to  make  estimates and assumptions that affect the reported
amounts   of  assets  and  liabilities  and  disclosure   of
contingent  assets  and  liabilities  at  the  date  of  the
financial  statements, and the reported amounts of  revenues
and  expenses  during the reporting period.  Actual  results
could differ from those estimates.

Note 2:   Long-Term Debt

      Effective  June  30,  1997, the  Company  reduced  its
available   line  of  credit  under  its  Revolving   Credit
Agreement from $100.0 million to $50.0 million.

      On March 31, 1997, Standard & Poor's ("S&P") announced
their  new  domestic  telephone company rating  methodology,
which addresses the impact of deregulation on operating  and
holding  company ratings.  As a result, the  ratings  of  16
companies  were  affected  by S&P's  announcement,  and  S&P
lowered  their rating of the Company's long-term  debt  from
"AA"  to  "AA-".  Under S&P's revised rating methodology,  a
local  telephone company is typically allowed a  rating  one
"notch"  higher than that of the consolidated entity  (i.e.,
holding  company and operating subsidiaries).  However,  the
Company was allowed a two "notch" differential, largely as a
result  of  the regulatory controls in existence  under  the
Company's Open Market Plan.

Note 3:  Regulatory Matters

     The Open Market Plan prohibits the payment of dividends
by   the  Company  to  Frontier   Corporation   if  (i)  the
Company's senior debt has been downgraded to "BBB"  by  S&P,
or  the  equivalent rating by other rating  agencies  or  is
placed on credit watch for such a downgrade, or (ii) certain
service   quality   measures  fall  below   minimum   levels
stipulated  in the Open Market Plan.  Dividend  payments  to
Frontier  also require that the Company's directors  certify
that  such  dividends will not impair the Company's  service
quality  or  its ability to finance its short and  long-term
capital needs on reasonable terms while maintaining  an  S&P
debt rating target of "A".

      In  1996,  the Company failed to achieve  the  service
quality  levels  required  by  the  Open  Market  Plan.   On
December  19,  1996, pursuant to the Open Market  Plan,  the
Company   requested  the  New  York  State  Public   Service
Commission  ("NYSPSC") staff to exclude certain months  from
the  calculation  used to measure service  quality,  due  to
operating conditions considered by management to be abnormal
and beyond the Company's control. In April 1997, the Company
received  notice  from the NYSPSC that  its  request  for  a
waiver of certain conditions in the Open Market Plan related
to service quality results  was denied. The  NYSPSC's ruling
resulted  in  a  temporary restriction  on  the  payment  of
dividends from the Company to Frontier and a refund  to  the
Company's customers of approximately $.9 million.   Reserves
sufficient to cover the refund were established in 1996.  On
October,  1997,  the NYSPSC adopted an order  requiring  the
Company   to  issue  refunds  of  approximately  $2.60   per
customer.  These refunds have been completed.

      The  temporary  restriction of  dividend  payments  to
Frontier  will remain in place until the NYSPSC is satisfied
that the Company's 1997 service levels demonstrate that  the
Company has rectified the service deficiency.  The NYSPSC is
currently  examining one or more of service level  data  for
the  period  1993-1997  and may reopen  the  calculation  of
service  levels  for  one or more of  these  years.   It  is
unclear  whether there will be any action taken  related  to
any  of  these  years.   Based  on  the  level  of  customer
complaints to the NYSPSC in 1996 and 1997, the Company  will
be  required  to  refund  approximately  $150,000  in  1998.
Reserves sufficient to cover this refund were established in
1997.

Note 4:  Cash Flows

      For  purposes  of  the Statement of  Cash  Flows,  the
Company  considers  all highly-liquid  investments  with  an
original  maturity  of  three months  or  less  to  be  cash
equivalents.

      As  a result of the temporary restriction on dividends
discussed  in  Note 3,  no dividends were  paid  during  the
first quarters of 1998 or 1997.

      Actual interest paid was $1.2 million and $1.4 million
for  the  three  months  ended  March  31,  1998  and  1997,
respectively.    Interest   costs   associated   with    the
construction  of  capital  assets  are  capitalized.   Total
amounts capitalized for the first three months of 1998  were
$.3  million  and  $.4 million in 1997.   During  the  first
quarter  of  1998,  the Company paid income  taxes  of  $8.9
million.   An income tax refund of $.8 million was  received
in the first quarter of 1997.


ITEM 2 - MANAGEMENT'S DISCUSSION OF THE RESULTS OF
        OPERATIONS AND ANALYSIS OF FINANCIAL CONDITION

Three Months Ended March 31, 1998 and 1997

     The matters discussed throughout this Form 10-Q, except
for  historical financial results contained herein,  may  be
forward-looking  in nature or "forward-looking  statements."
Actual  results may differ materially from the forecasts  or
projections   presented.  Forward-looking   statements   are
identified   by  such  words  as  "expects,"  "anticipates,"
"believes," "intends," "plans," and variations of such words
and  similar  expressions.  The Company  believes  that  its
primary  risk  factors  include, but  are  not  limited  to:
changes in the overall economy and the economy in Rochester,
New  York, the nature and pace of technological change,  the
number  and  size  of competitors in the  Company's  market,
changes  in  law  and  regulatory policy,  and  the  mix  of
products and services offered in the Company's markets.  Any
forward-looking statements in the March 31, 1998  Form  10-Q
should  be  evaluated  in  light  of  these  important  risk
factors.   For additional disclosure regarding risk  factors
refer  to the Company's Annual Report on Form 10-K  for  the
year ended December 31, 1997.

DESCRIPTION OF BUSINESS

      Frontier  Telephone of Rochester, Inc. ("FTR"  or  the
"Company")  (formerly  Rochester  Telephone  Corp.)   is   a
regulated   independent  telephone   company   that   serves
approximately 544,000 access lines in the greater Rochester,
New  York   area.  The Company was incorporated in  December
1994  as  a wholly owned subsidiary of Frontier Corporation.
Frontier has served the Rochester market since 1920 and  has
evolved into a diversified national telecommunications firm.
The  Company  is  the  primary provider of  basic  telephone
services in the Rochester market and offers its customers  a
full  complement of local telephone network services, access
to  long  distance  network services, directory,  and  other
operator  services.   The Company also  offers  all  of  its
network  services  for sale on a wholesale  basis  to  other
telecommunication service providers in the Rochester market.

RESULTS OF OPERATIONS

      Revenues for the three months ended March 31, 1998 and
1997  were  $83.3  million and $80.8 million,  respectively.
This $2.5 million or 3.1% revenue growth is attributable  to
an  increase  in  demand  for dedicated  circuits,  enhanced
features, and the expansion of the Internet customer base.

     Costs and expenses for the three months ended March 31,
1998  and  1997  were $60.0 million and  $56.4  million,  an
increase   of  $3.6  million  or  6.4%.   The  increase   is
attributed   to   increased  depreciation  expense,   higher
operating  costs for repair and maintenance in 1998  and  an
increase  in  customer  service costs  due  to  access  line
growth.   A  portion of the repair and maintenance  increase
was caused by severe flooding.

      Depreciation  and amortization expense for  the  first
three months of 1998 increased $.7 million or 4.9% over  the
comparable period in 1997.  The increase is primarily due to
capital  additions  to  telephone  plant  and  equipment  in
service.

     Net income for the first three months of 1998 was $14.8
million,  a  decrease  of  $.5  million  or  3.3%  over  the
comparable  period in 1997.  The decrease in net  income  is
largely due to the increase in operating expenses during the
first three months of 1998 as compared to the same period in
the prior year.

     During 1995, management committed to a plan which makes
Frontier  Telephone of Rochester, Inc. the first company  in
the United States to undertake a major central office switch
consolidation  project  in a major market.   The  three-year
plan  to  consolidate host switches by over 60% is projected
to  improve  network  efficiency  and  reduce  the  cost  of
maintenance and software upgrades.  As of March 31, 1998 the
project is substantially complete.

Other Income Statement Items

      Interest  expense was $.5 million and $.7 million  for
the   three   months  ended  March  31,   1998   and   1997,
respectively,  representing a decrease of $.2  million.  The
decrease  is  primarily attributable to lower  average  debt
levels as well as lower interest rates for the same periods.

      The effective income tax rate for the first quarter of
1998  is  35.2%,  which is relatively  consistent  with  the
comparable period in 1997 of 34.9%.

FINANCIAL CONDITION

Review of Cash Flow Activity

      Cash provided from operations for the three months  of
1998 increased $26.5 million or 126.2%.  The primary drivers
of  the  change in cash provided from operations  include  a
decrease  in  accounts receivable and an  increase  in  both
accounts  payable  and  taxes  accrued.   The  decrease   in
accounts  receivable  is due to the  timing  of  receipt  of
payments.   The  increase  in  accounts  payable  and  taxes
accrued is a function of timing of payments.

      Cash  used for investing activities was $17.1  million
for  the  three months ended March 31, 1998, an increase  of
$7.7  million  or 82% over the same period  in  1997.   This
increase  is  driven by an increase in capital  expenditures
and  is  primarily  due  to technological  advancements  and
expansion of the network to meet customer demand.

     Financing activities resulted in a cash outflow of $4.3
million  for the three months ended March 31, 1998  compared
with  an  outflow of $14.2 million for the same period  last
year.   During  the  first  quarter  of  1998,  advances  to
affiliates increased $4.3 million.  In the first quarter  of
1997,  the  Company repaid $9.1 million of outstanding  debt
under  its  commercial paper program and  made  advances  to
affiliates  in the amount of $5.1 million to  Frontier.   No
cash dividends were paid to Frontier Corporation during 1998
or 1997.

Debt

     At March 31, 1998, the Company's total outstanding long-
term debt amounted to $40.0 million of medium-term notes.

      Effective  June  30,  1997, the  Company  reduced  its
available   line  of  credit  under  its  Revolving   Credit
Agreement from $100.0 million to $50.0 million.

      On March 31, 1997, Standard & Poor's ("S&P") announced
their  new  domestic  telephone company rating  methodology,
which addresses the impact of deregulation on operating  and
holding  company ratings.  As a result, the  ratings  of  16
companies  were  affected  by S&P's  announcement,  and  S&P
lowered  their rating of the Company's long-term  debt  from
"AA"  to  "AA-".  Under S&P's revised rating methodology,  a
local  telephone company is typically allowed a  rating  one
"notch"  higher than that of the consolidated entity  (i.e.,
holding  company and operating subsidiaries).  However,  the
Company was allowed a two "notch" differential, largely as a
result  of  the regulatory controls in existence  under  the
Company's Open Market Plan.

Debt Ratio and Interest Coverage

      The  Company's debt ratio (total debt as a percent  of
total  capitalization) decreased from 12.1% at December  31,
1997  to 11.6% at March 31, 1998.  Pre-tax interest coverage
was  29.9  times through the first three months of 1998,  as
compared with 23.8 times for the first three months of 1997.

Capital Spending

      Total  gross  expenditures for  property,  plant,  and
equipment in 1998 are anticipated to be approximately  $65.0
million.   These expenditures are primarily attributable  to
technological advancements and expansion of the  network  to
meet customer demand.

OTHER ITEMS

Open Market Plan

   The Company began its fourth year of operations under the
Open  Market  Plan  in January 1998.  The Open  Market  Plan
promotes  telecommunications competition in  the  Rochester,
New York marketplace by providing for (1) interconnection of
competing  local networks including reciprocal  compensation
for   terminating  traffic,  (2)  equal  access  to  network
databases,  (3)  access  to  local  telephone  numbers,  (4)
service  provider  telephone  number  portability,  and  (5)
certain  wholesale discounts to resellers of local services.
The  inherent  risk  associated with opening  the  Rochester
market  to  competition is that some customers are  able  to
purchase  services from competitors, which  may  reduce  the
number  of retail customers and potentially cause a decrease
in   the   revenues  and  profitability  for  the   Company.
Increased  competition  may also lead  to  additional  price
decreases  for  services, adversely impacting the  Company's
margins.  However, results since implementation of the  Open
Market Plan indicate that a stimulation of demand in the use
of the network and new product revenue may offset the losses
of  some retail customers. An additional positive feature of
the  Open  Market Plan provides that the Company can  retain
additional earnings achieved through operating efficiencies.
Previously  these  earnings  would  have  been  shared  with
customers.   After three years of operating in a competitive
marketplace,   the  Company  retains  a  market   share   of
approximately  98%  of wholesale and  95%  of  retail  local
service access lines.

  During the seven year period of the Open Market Plan, rate
reductions of $21.0 million (the "Rate Stabilization  Plan")
will  be implemented for Rochester area consumers, including
$15.0  million  of  which  occurred  through  1997,  and  an
additional  $1.5  million which commenced in  January  1998.
Rates  charged for basic residential and business  telephone
service may not be increased during the seven year period of
the Plan.  The Company is allowed to raise prices on certain
enhanced products such as caller ID and call forwarding.

  During the second quarter of 1997 the FCC issued decisions
that   are   intended   to  implement  provisions   of   the
Telecommunications Act.  Of significance were decisions that
outlined  changes  in  the structure  of  universal  service
support  and  in  the  framework  that  applies  to  certain
interstate rates that are generally characterized as access-
related  charges.  During the second and third  quarters  of
1997,  a  Federal appeals court issued a series of decisions
reversing  parts  of  an  earlier FCC  order  that  set  out
conditions   governing  the  provision  of   interconnection
services.  These orders are not expected to have a  material
impact on the Company.

    Under   the  Telecommunications  Act  and  a   statewide
proceeding, the NYSPSC is considering the prices that  local
exchange  companies in New York may charge  for  "unbundled"
service elements such as links (the wire from the switch  to
the customer premise), ports (the portion of the switch that
terminates the link) and switch usage features.  The Company
is actively participating in this proceeding and expects the
NYSPSC to issue a decision on service elements in 1998.

   Management  believes  there are  significant  market  and
business  opportunities associated with the  Company's  Open
Market   Plan.    However,  there  are  also   uncertainties
associated  with  the Plan.  In the Company's  opinion,  the
most  significant risks relate to increased  competition  in
the  Rochester, New York market and the risk inherent in the
Rate Stabilization Plan.

   There  can  be no assurance that the changing  regulatory
environment will not have a negative impact on the Company.

Dividend Policy

  The Open Market Plan prohibits the payment of dividends by
the  Company  to Frontier Corporation if (i)  the  Company's
senior  debt  has  been downgraded to "BBB"  by  Standard  &
Poor's  ("S&P"),  or the equivalent rating by  other  rating
agencies  or is placed on credit watch for such a downgrade,
or  (ii) certain service quality measures fall below minimum
levels   stipulated  in  the  Open  Market  Plan.   Dividend
payments   to  Frontier  also  require  that  the  Company's
directors  certify that such dividends will not  impair  the
Company's  service  quality or its ability  to  finance  its
short  and long-term capital needs on reasonable terms while
maintaining an S&P debt rating target of "A".

  In 1996, the Company failed to achieve the service quality
levels  required by the Open Market Plan.  On  December  19,
1996,  pursuant to the Open Market Plan, FTR  requested  the
New York State Public Service Commission ("NYSPSC") staff to
exclude  certain months from the calculation used to measure
service  quality, due to operating conditions considered  by
management to be abnormal and beyond the Company's  control.
In  April 1997, the Company received notice from the  NYSPSC
that  its request for a waiver of certain conditions in  the
Open  Market  Plan  related to service quality  results  was
denied.   The  NYSPSC's  ruling  resulted  in  a   temporary
restriction on the payment of dividends from the Company  to
Frontier  and  a  refund  to  the  Company's  customers   of
approximately  $.9  million.  Reserves sufficient  to  cover
this  refund were established in 1996.  On October 22, 1997,
the  NYSPSC adopted an order requiring the Company to  issue
returns  of approximately $2.60 per customer.  These refunds
have been completed.

  The temporary restriction of dividend payments to Frontier
will remain in place until the NYSPSC is satisfied that  the
Company's  1997 service levels demonstrate that the  Company
has  rectified  the  service  deficiency.   The  NYSPSC   is
currently examining service level data for the period  1993-
1997  and  may reopen the calculation of service levels  for
these  years.  Frontier has had continuing discussions  with
the  NYSPSC and a decision resolving outstanding  issues  is
now  expected  in midyear.  Based on the level  of  customer
complaints to the NYSPSC in 1996 and 1997, the Company  will
be  required  to  refund  approximately  $150,000  in  1998.
Reserves sufficient to cover this refund were established in
1997.

Part II - Other Information

Item 1.     Legal Proceedings

  AT&T Communications of New York filed a complaint with the
NYSPSC  for  reconsideration of  the  Open  Market  Plan  on
October  3,  1995.  The complaint sought  a  change  in  the
wholesale discount, a change in the minutes of use surcharge
and  also  changes  in a number of operational  and  support
activities.  Some of these issues are also being  considered
in   other  states  in  other  unrelated  local  competition
proceedings.   On  July 18, 1996, the NYSPSC  increased  the
wholesale discount from 5.0% to 13.5% on a temporary  basis,
effective  July 24, 1996.  On November 27, 1996, the  NYSPSC
established  permanent wholesale discounts,  retroactive  to
July  24,  1996, of 17.0% for resellers using the  Company's
operator  services and 19.6% for resellers  providing  their
own  operator  services.   In  a statewide  proceeding  also
examining  New  York Telephone Company's and  the  Company's
wholesale  prices,  the  NYSPSC is  determining  the  prices
applicable  to  the purchase of unbundled  network  elements
such  as  subscriber  loops  ("links"),  switch  ports   and
transport  and  switching services.  In a related  statewide
proceeding, the NYSPSC is also examining possible changes in
the  prices and rate structure of intrastate access  charges
paid  by  long  distance companies for the  origination  and
termination of long distance calls.

Item 5.     Employees and Labor Relations
     
      As of March 31, 1998, the Company had 1,534 employees,
of  which  312  were  management employees  and  1,222  were
clerical, service and craft workers.  The Frontier Telephone
of  Rochester, Inc. Workers Association ("RTWA")  represents
563  employees  and the Communications Workers  of  America,
Local  1170  ("CWA Local") represents 659 craft and  service
workers.   The union labor contracts are normally negotiated
in three year cycles.

      Under  the  current  three year contract  between  the
Company  and the RTWA, effective August 10, 1997, bargaining
unit  employees  will  receive a 2.0%  general  increase  on
August 16, 1998 and August 15, 1999.  On February 12,  1995,
February  18,  1996 and February 16, 1997, they  received  a
1.0% general increase.

   The  labor contract between the CWA Local and the Company
expired  on  January  31, 1996.  The  contract  negotiations
reached an impasse, and the Company implemented the terms of
its  final offer as of April 9, 1996.  Members of CWA  Local
ratified a tentative agreement with the Company on April 29,
1997  which  contained  provisions that  differed  from  the
Company's  final offer implemented at the time  of  impasse.
The  differences between the Company's final offer  and  the
agreement  that was subsequently reached are  not  material.
This new agreement provides several operational improvements
and  will  result in a more consistent alignment of benefits
with  the  rest  of  Frontier.  The CWA Local  continues  to
appeal  one  issue with the National Labor  Relations  Board
related  to  the declaration of impasse.  Hearings  on  this
issue  were  completed  in  June 1997,  and  a  decision  is
anticipated  by the second quarter of 1998.   This  decision
may be appealed by either the CWA Local or the Company.  The
Company cannot predict the final outcome of these matters at
this  time.   The agreement ratified on April  29,  1997  is
scheduled to expire in January, 1999.

Item 6.      Exhibits and Reports on Form 8-K

  (a)          Exhibits - See Index
  (b)          Reports on Form 8-K filed during the quarter: None

<PAGE>
<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.

                              
                              
            FRONTIER TELEPHONE OF ROCHESTER, INC.
           --------------------------------------
                        (Registrant)




Dated: May 14, 1998   By: /s/Michael L. Evans
                          ---------------------------
                          Michael L. Evans
                          Vice President and Treasurer
                          (principal financial officer)

<PAGE>
<PAGE>

                      INDEX TO EXHIBITS




Exhibit No.                   Description          Reference

   3.1            Certificate of Incorporation  Incorporated by reference
                                                to Exhibit 3.1 to Form 10-K
                                                for the year ended
                                                December 31, 1995.

   3.2            Certificate of Amendment to   Incorporated by reference
                  Certificate of Incorporation  to Exhibit 3.2 to Form 10-K
                                                for the year ended
                                                December 31, 1995.

   3.3            Bylaws                        Incorporated by reference
                                                to Exhibit 3.3 to Form 10-K
                                                for the year ended
                                                December 31, 1995.

   27              Financial Data Schedule      Filed herewith