<PAGE>
 
                                 FORM 10-Q/A-1


                       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 September 30, 1996

                                       OR

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


Commission file number                    0-19869
                       ----------------------------------------------


                 CELLULAR COMMUNICATIONS OF PUERTO RICO, INC.
    ----------------------------------------------------------------------
            (Exact name of registrant as specified in its charter)


                  Delaware                               13-3517074
    ---------------------------------------      -------------------------
       (State or other jurisdiction of                (I.R.S. Employer
        incorporation or organization)               Identification No.)


       110 East 59th Street, New York, NY                  10022
     ---------------------------------------      ----------------------  
     (Address of principal executive offices)            (Zip Code)

                                (212) 355-3466
     ---------------------------------------------------------------------
             (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
                                   ----     ----

          The number of shares outstanding of the issuer's common stock as of
September 30, 1996 was 13,239,022.
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                                   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.


                                   CELLULAR COMMUNICATIONS OF
                                   PUERTO RICO, INC.


Date: November 5, 1996             By:/s/ J. Barclay Knapp
                                      ----------------------------
                                      J. Barclay Knapp
                                      President


Date: November 5, 1996             By:/s/ Gregg Gorelick
                                      ----------------------------
                                      Gregg Gorelick
                                      Vice President-Controller
                                     (Chief Accounting Officer)
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                                   SIGNATURE


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.



                                    CELLULAR COMMUNICATIONS OF
                                    PUERTO RICO, INC.


Date: November 11, 1996             By:/s/ Richard J. Lubasch
                                       ----------------------------
                                       Richard J. Lubasch
                                       Senior Vice President