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

                                    FORM 10-Q

               Quarterly Report Pursuant to Section 13 or 15(d) of
                       The Securities Exchange Act of 1934


        For Quarter ended June 30, 1998 Commission file number 333-23435



                        CHORUS COMMUNICATIONS GROUP, LTD.
             (Exact Name of Registrant as Specified in its Charter)


            WISCONSIN                                   39-1880843
  (State or Other Jurisdiction of                    (I.R.S. Employer
   Incorporation or Organization)                    Identification No.)


  8501 Excelsior Drive, Madison, Wisconsin                  53717
 (Address of Principal Executive Offices)                (Zip Code)

Registrant's telephone number, including area code      (608) 828-2000



Indicate by checkmark 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


As of June 30, 1998, there were 5,408,606 shares of Common Stock outstanding.


<PAGE>




                        CHORUS COMMUNICATIONS GROUP, LTD.
                         2nd QUARTER REPORT ON FORM 10-Q


                                         INDEX




PART I.   FINANCIAL INFORMATION

   Item 1.  Financial Statements
             Consolidated Balance Sheets -
                June 30, 1998 and December 31, 1997

             Consolidated Statements of Income -
                Three and Six Month Periods Ended June 30, 1998 and 1997

             Consolidated Statements of Cash Flow -
                Six Months Ended June 30, 1998 and 1997

             Notes to Consolidated Financial Statements


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

PART II.  OTHER INFORMATION

   Item 1.  Legal proceedings
   Item 6.  Exhibits and Reports on Form 8-K


Signatures


All other schedules and compliance information called for by the instructions to
Form 10-Q have been omitted since the required information is not present or not
present in amounts sufficient to require submission.




<PAGE>



                                     Part 1

                              FINANCIAL INFORMATION

Item 1. Financial Statements

                        CHORUS COMMUNICATIONS GROUP, LTD.

                           CONSOLIDATED BALANCE SHEETS

<TABLE>

                                                June 30,         December 31,
                                                  1998               1997
                                             ---------------------------------
In Thousands
<S>                                             <C>              <C>

ASSETS
CURRENT ASSETS

   Cash and cash equivalents                  $   4,387         $   2,736
   Temporary investments                          2,000             2,500
   Accounts receivable
      Due from customers                          3,329             3,045
      Other, principally connecting companies     3,409             2,446
   Inventories
      Plant materials and supplies                  648               542
      Systems and parts                           1,243               911
   Other                                          1,185             1,498
                                               ---------         ---------
      Total Current Assets                       16,201            13,678
                                               ---------         ---------

PROPERTY, PLANT AND EQUIPMENT

   In service and under construction             74,192            68,325
   Less accumulated depreciation                (30,515)          (27,667)
                                               ---------         ---------
      Total Property, Plant, and Equipment       43,677            40,658
                                               ---------         ---------


CELLULAR LIMITED PARTNERSHIP INTERESTS            3,715             3,715


PERSONAL COMMUNICATION SERVICES LICENSE           3,512             3,418

GOODWILL, net of amortization of $61 thousand     1,403                 -

OTHER ASSETS                                      1,323             1,285
                                               ---------          ---------



   TOTAL ASSETS                                $  69,831         $  62,754
                                               =========         =========
                                
</TABLE>
                                  (UNAUDITED)
<PAGE>



                        CHORUS COMMUNICATIONS GROUP, LTD.

                           CONSOLIDATED BALANCE SHEETS
<TABLE>

                                                June 30,       December 31,
                                                  1998             1997
                                            ------------------------------------
In Thousands
<S>                                             <C>              <C>   

LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES

   Current maturities of long-term debt       $     798         $     614
   Notes payable to banks                           899             1,328
   Accounts payable                               4,452             3,345
   Accrued pension cost                               -               781
   Other                                          1,663             1,005
                                               ---------         ---------
      Total Current Liabilities                   7,812             7,073


LONG-TERM DEBT                                   26,005            22,012


DEFERRED INCOME TAXES                             3,136             3,142


OTHER LIABILITIES                                 1,685             1,384
                                               ---------         ---------
      Total Liabilities                          38,638            33,611
                                               ---------         ---------

MINORITY INTEREST                                   373               370
                                               ---------         ---------

SHAREHOLDERS' EQUITY
   Common stock, no par value;
   authorized 25 million shares; issued
   and outstanding 5,408,606 and 5,368,606
   shares, respectively                          14,668            13,868

   Retained earnings                             16,152            14,905
                                               ---------         ---------
      Total Shareholders' Equity                 30,820            28,773
                                               ---------         ---------



TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY    $  69,831         $  62,754
                                               =========         =========
                                 
</TABLE>
See Notes to Consolidated Financial Statements
                                  (UNAUDITED)
<PAGE>


                        CHORUS COMMUNICATIONS GROUP, LTD.

                        CONSOLIDATED STATEMENTS OF INCOME
<TABLE>

                                      Three Months Ended      Six Months Ended 
                                      June 30,   June 30,     June 30, June 30,
                                      1998       1997         1998     1997
                                     ------------------------------------------
In Thousands Except For Per Share Data
<S>                                   <C>         <C>         <C>      <C>   

REVENUES AND SALES
   Local exchange carrier services    $6,201     $6,097       $12,796  $11,746
   System sales and services           3,126      1,574         5,771    3,115
   Other services and sales            1,842      1,380         3,540    2,503
                                     --------   --------     --------  --------
      Total Revenues and Sales        11,169      9,051        22,107   17,364
                                     --------   --------     --------  --------


OPERATING COSTS AND EXPENSES
   Cost of goods sold                  2,172        915         3,990    1,779
   Cost of services                    1,667      1,577         3,482    3,170
   Selling, general & administrative   3,232      2,834         6,688    5,747
   Depreciation & amortization         1,353      1,166         2,643    2,333
                                     --------    --------     -------- --------
      Total Operating Costs
         and Expenses                  8,424      6,492        16,803   13,029
                                     --------    --------     -------- --------


OPERATING INCOME                       2,745      2,559         5,304    4,335
   Other income                           10        111            87      165
   Interest expense                     (386)      (338)         (794)    (673)
   Minority interest                      (2)         6            (3)      11
                                     --------    --------     -------- --------


INCOME BEFORE INCOME TAXES             2,367      2,338         4,594    3,838  
   Income tax expense                    928        891         1,778    1,413
                                     --------    --------     -------- --------


NET INCOME                            $1,439     $1,447        $2,816   $2,425
                                     ========    ========     ======== ========

EARNINGS PER SHARE                    $.27       $ .27         $ .52    $ .45
                                     ========    ========     ======== ========

Average common shares outstanding      5,409      5,369         5,409    5,367
                                     ========    ========     ======== ========

Dividends per share                   $.145      $0.135 *      $0.29     $0.27 *
                                     ========    ========     ======== ========
                                 
</TABLE>
                                  
* The 1997 cash dividends per share are for Mid-Plains stock prior to the
  June 1997 mergers.

See Notes to Consolidated Financial Statements
                                  (UNAUDITED)

<PAGE>

                        CHORUS COMMUNICATIONS GROUP, LTD.

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>

                                                       Six Months Ended
                                                   June 30,       December 31,
                                                     1998             1997
                                                  ------------     --------
In Thousands
<S>                                               <C>              <C>  
OPERATIONS
   Net income                                     $   2,816         $   2,425
   Adjustments to reconcile net income
   to net cash from operations:
      Depreciation and amortization                   2,643             2,333
      Deferred income taxes                               -               (92)
      Changes in current assets and
      current liabilities:
            Receivables - net                          (596)             (732)
            Inventories - net                           (41)               (2)
            Payables - net                             (169)             (493)
         Other - net                                  1,064               608
                                                   ---------         ---------
            Net cash from operations                  5,717             4,047
                                                   ---------         ---------
INVESTING
   Capital expenditures                              (5,212)           (2,899)
   Personal Communication Services license              (94)             (729)
   Acquisitions (net of cash acquired)                 (282)               -
   Short-term investments - net                         500               127
   Other - net                                           26                23
                                                    --------         ---------
            Net cash (used in) investing             (5,062)           (3,478)
                                                   ---------         ---------
FINANCING
   Stock plans                                           -                103
   Dividends paid                                    (1,569)           (1,449)
   Long-term debt issued                              4,486               745
   Long-term debt repaid                               (490)             (318)
   Short-term bank notes - net                       (1,431)              279                    
                                                    ---------         ---------
            Net cash from (used in) financing           996              (640)
                                                    ---------         ---------
Increase (decrease) in cash and
cash equivalents                                      1,651               (71)
Cash and cash equivalents:
   Beginning of period                                2,736              1,902
                                                    ---------         ---------
   End of period                                  $   4,387         $   1,831
                                                    =========         =========


Cash paid during the period:
   Interest                                       $     785        $      670
   Income taxes                                   $   1,611        $    1,122
</TABLE>
                               

See Notes to Consolidated Financial Statements

                                  (UNAUDITED)

<PAGE>


                        CHORUS COMMUNICATIONS GROUP, LTD.

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  (UNAUDITED)

1.       The unaudited financial statements included herein have been prepared
         pursuant to the rules and regulations of the Securities and Exchange
         Commission. Certain information in 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, although the Company believes the
         disclosures are adequate to make the information presented not
         misleading. It is suggested that these financial statements are read in
         conjunction with the financial statements and the notes thereto
         included in the Company's Form 10-K for the year ended December 31,
         1997.

         In the opinion of management, the information furnished reflects all
         adjustments, consisting of normal recurring accruals and an adjustment
         for pension settlement discussed in Note 4, which are necessary for a
         fair statement of the results for the interim periods. The results for
         the six months ended June 30, 1998 are not necessarily indicative of
         the results of operations which may be expected for the entire year
         ending December 31, 1998.


2.       MERGERS

         Effective June 1, 1997, Mid-Plains, Inc. (Mid-Plains) and Pioneer
         Communications, Inc. (Pioneer) merged into subsidiaries of a new
         holding company, Chorus Communications Group, Ltd. The mergers have
         been accounted for as a pooling-of-interests.

         
3.        ACQUISITIONS

         On January 29, 1998, Chorus acquired Executive Systems & Software,
         Inc., d/b/a The ComputerPlus, and IntraNet Inc., which were under
         common ownership. The businesses were acquired for 40,000 shares of
         common stock, cash of $500,000 and notes payable of $500,000.

         The acquisitions were accounted for as a purchase and, accordingly, the
         operating results of The ComputerPlus and Intranet, Inc. have been
         included in Chorus' consolidated financial statements since the date of
         acquisition. The excess of the aggregate purchase price over the fair
         value of net assets acquired of $1.4 million is being amortized over 10
         years.

         The following summarized unaudited pro forma consolidated results of
         operations for the six months ended June 30, 1998 and 1997 assumes the
         acquisition had occurred on January 1 of each year.

         PRO FORMA INFORMATION
         <TABLE>
         (In thousands, except for per share data)

                                                   Six Months Ended
                                                 June 30,       June 30,
                                                  1998           1997
                                               ----------     -------
         <S>                                     <C>            <C>
         Net Sales                                $22,664     $21,644
         Net Income                                 2,704       2,298
         Earnings per share                       $   .50     $   .43
         </TABLE>
         These amounts include The ComputerPlus' and Intranet, Inc.'s actual
         results for the six months ended June 30, 1998 and 1997. These amounts
         are based upon certain assumptions and estimates. The pro forma results
         do not necessarily represent results which would have occurred if the
         acquisition had taken place on the basis assumed above, nor are they
         indicative of the results of future combined operations.


<PAGE>

4.       STOCK SPLIT

         On April 1, 1998, Chorus declared a 2-for-1 common stock split.
         Retroactive effect has been given to the stock split in all common
         share and per share data.

5.       PENSION PLAN SETTLEMENT

         In April of 1997, Mid-Plains, Inc. a subsidiary of Chorus, terminated
         its defined benefit pension plan. In June of 1998, upon receiving final
         approval for the termination from the Internal Revenue Service, plan
         settlement was made. The actual settlement was lower than what
         previously had been actuarially determined, resulting in a decrease in
         1998 pension plan expense of $325,000.

6.       OPERATING SEGMENTS

         Chorus organizes its business into two reportable segments: local
         exchange carrier (LEC) services and system sales and services. The LEC
         services segment provides telephone and data services to customers in
         local exchanges located in southern Wisconsin. As a result of
         acquisitions in January 1998, the system sales and services operations,
         which provide the sale, installation and servicing of business phone
         systems, was expanded to include computer network systems integration
         and computer sales. Chorus also has operations in long distance,
         Internet services, and directory publishing that do not meet the
         quantitative thresholds for reportable segments.

<TABLE>
(In Thousands)      Local Exchange   Systems Sales
                     Carriers        and Services        Other        Total

Three Months
Ended June 30,
                      1998   1997    1998   1997     1998   1997   1998   1997
                      ----   ----    ----   ----     ----   ----   ----   ----
<S>                   <C>    <C>     <C>    <C>      <C>    <C>    <C>    <C>
Revenues and sales
External customers- $6,201 $6,097   $3,126 $1,574   $1,842 $1,380 $11,169 $9,051
  Intersegment         186    266        0      0      138      0     324    266
Segment profit 
  (loss)             1,439  1,375       (7)    85        9    (16)  1,441  1,444

Six Months
Ended June 30,
                      1998   1997    1998   1997     1998   1997   1998   1997
                      ----   ----    ----   ----     ----   ----   ----   ----
Revenues and sales
External customers  $12,796 $11,746 $5,771 $3,115 $3,540 $2,503 $22,107 $17,364
   Intersegment         365     597      0      0    166      0     531     597
Segment profit 
   (loss)             2,772   2,345      7    178     40   (105)  2,819   2,418
</TABLE>


         Reconciliation of Segment Information
         <TABLE>         
         (In Thousands)          Three Months Ended             Six Months Ended
                                --------------------          ------------------
                                 June 30,    June 30,       June 30,    June 30,
                                  1998        1997             1998        1997
                                --------    --------         --------    ------
         <S>                     <C>         <C>             <C>         <C>
         
         Profit

         Total profit for 
            reportable segments  $ 1,432    $ 1,460         $ 2,779     $ 2,523
         Other profit (loss)           9        (16)             40        (105) 
         Unallocated amounts:
         Non-operating segment                   (4)                         (4)
         Minority interest            (2)         7              (3)         11
                               ----------   -------         -------     -------
         Net Income              $ 1,439    $ 1,447         $ 2,816     $ 2,425
                                 =======    =======         =======     =======
         </TABLE>

<PAGE>

6.       CONTINGENCIES

         On May 14, 1998, the Public Service Commission of Wisconsin (the
         "Commission") issued an order which certified two competitors, TDS
         Metrocom, Inc., and KMC Telecom, Inc., to provide local telephone
         service in the territory served by Mid-Plains, Inc. The Commission also
         terminated the rural telephone company exemption of Mid-Plains as it
         pertains to the interconnection request of TDS. Mid-Plains has decided
         not to challenge the certification of TDS or KMC and is proceeding with
         interconnection agreements with TDS. Mid-Plains continues to challenge
         the determination that Mid-Plains has given a blanket waiver of its
         franchise and rural exemption rights. Mid-Plains expects that
         competition will have some adverse effect upon its revenues in the
         future. The full extent of the effect of competition is unknown at this
         time.

         Management is continuing to study options for development of its
         Personal Communication System ("PCS") license. Build-out of the system
         would require substantial capital and operating expenditures over the
         next several years in a highly competitive market.

         There has been no resolution of the cellular limited partnership
         dispute resulting from the company's holding of the PCS license in an
         area partially served by the cellular partnership. Management believes
         that none of its actions conflict with the partnership agreement.



<PAGE>


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

Effective June 1, 1997, Mid-Plains, Inc. (Mid-Plains) and Pioneer
Communications, Inc. (Pioneer) merged into subsidiaries of a new holding
company, Chorus Communications Group, Ltd. The mergers have been accounted for
as a pooling-of-interests and, accordingly, historical financial data shown
below has been reported as if the companies have always been one.

Effective January 29, 1998, Chorus acquired Executive Systems & Software, Inc.,
d/b/a/ The ComputerPlus and IntraNet, Inc. The acquisitions were accounted for
under the purchase method of accounting and accordingly, the results of
operations of The ComputerPlus and IntraNet, Inc. have been included in the
consolidated results of operations of Chorus from the date of acquisition.


RESULTS OF OPERATIONS

OVERVIEW

Chorus' consolidated net income was $1.4 million for both the three months ended
June 30, 1998 and 1997. For the first six months of 1998, net income reflected
growth of $0.4 million, to $2.8 million, as compared to the same period in 1997.

Revenues increased $2.1 million and $4.7 million for the three and six months
ended June 30, 1998, respectively, as compared to the same periods in 1997. The
acquisition of The ComputerPlus and IntraNet, Inc. accounted for the majority of
increases ($1.9 million and $3.4 million, respectively).

Operating costs and expenses increased $1.9 million and $3.8 million for the
three and six months ended June 30, 1998, respectively, as compared to the same
periods in 1997. The operations of the acquired companies noted above accounted
for $1.8 million and $3.2 million of the increase. Additionally, due to the
settlement of a subsidiary's defined benefit pension plan, (Note 4 to the
Consolidated Financial Statements) operating expenses decreased $0.3 million for
the three and six months ended June 30, 1998 as compared to the same periods in
1997.


RESULTS OF OPERATIONS OF THE BUSINESS SEGMENT

Chorus' primary operations are local exchange carrier services and system sales
and services.

Local Exchange Carrier Services

LEC services provide telephone and data services to customers in local exchanges
located in southern Wisconsin. LEC services operating income consisted of the
following:
<TABLE>
(In Thousands)                      Three Months Ended      Six Months Ended
                                    --------------------   ------------------
                                   June 30,    June 30,     June 30,    June 30,
                                    1998        1997         1998        1997
                                   --------    --------     --------    ------
<S>                                <C>         <C>          <C>         <C>

Revenues and Sales                $6,387     $ 6,363         $13,161    $12,343
Operating Costs and Expenses       3,653       3,906           7,936      8,119
                                  -------     -------        -------    -------
LEC Services Operating Income      2,734       2,457           5,225      4,224
Intercompany Eliminations           (186)       (266)           (365)      (597)
                                  -------     -------        -------     -------

Operating Income                 $ 2,548     $ 2,191         $ 4,860    $ 3,627
                                  =======     =======        =======     =======
</TABLE>
<PAGE>
LEC services revenues are derived from local network services, interstate
network access, intrastate network access and other services. Local service
revenues are based on fees charged to customers for providing local telephone
exchange service within designated franchise areas. Local service revenues
increased $0.4 million and $0.8 million for the three and six months ended June
30, 1998 as compared to the same periods in 1997. This was principally due to
Mid-Plains Alternative Regulation Plan, which raised local service rates on
September 1, 1997, having the effect of increasing local service revenues by
$0.2 million and $0.4 million for the three and six months ended June 30, 1998
as compared to 1997. Additionally, through April of 1998, demand for LEC
services had been growing at 8%. However, as stated in Note 6 to the financial
statements, in May of 1998, TDS Metrocom, Inc. ("TDS") and KMC Telecom, Inc.
were certified to offer local service in Mid-Plains service territory. TDS,
whose corporate offices are located within the service territory of Mid-Plains,
began serving their own corporate offices, reducing by 1600 the number of access
lines served by Mid-Plains. This reduced the average growth rate of access lines
of Chorus to 3.3% at June 30, 1998. To date, this is the only significant access
line loss experience by Mid-Plains, but management is unable to determine at
this time the full extent of future local service revenue loss from competition.

Interstate and intrastate network access revenues are based on fees charged to
interexchange carriers that use the LECs' local network to provide long distance
service to their customers. Interstate revenues declined $0.1 million for the
three months ended June 30, 1998, while growing $0.4 million for the six months
ended June 30, 1998, both as compared to 1997. This was due to higher demand for
access services as evidenced by a 12% growth in minutes of use for the first
half of 1998 as compared to the first half of 1997, offset by a 7% decrease in
average rates. Also in the first quarter of 1997, Chorus recorded a true-up
adjustment from the National Exchange Carrier Association ("NECA") which reduced
interstate network access revenues by $0.2 million. NECA has also advised Chorus
that effective July 1, 1998, an additional 9% reduction in interstate access
rates is anticipated.

Intrastate network access revenues decreased $0.3 million and $0.5 million for
the three and six months ended June 30, 1998 as compared to the same time
periods in 1997. This was primarily due to Mid-Plains Alternative Regulation
Plan which lowered intrastate network access rates.

Operating costs and expenses decreased $0.3 million and $0.2 million for the
three and six months ended June 30, 1998 as compared to the same time period in
1997. The decrease was due primarily from the settlement of Mid-Plains defined
benefit pension plan which reduced operating expenses by $0.3 million in June of
1998 (see Note 4 of the financial statements).

System Sales and Services

System sales and services sell business systems and provide installation and
services throughout southern Wisconsin. Additionally, with the acquisition of
The ComputerPlus, this segment was expanded to include computer network systems
integration and computer sales.


<PAGE>
System sales and services operating income consisted of the following:

<TABLE>
(In Thousands)                    Three Months Ended         Six Months Ended
                                 --------------------       ------------------
                                 June 30,    June 30,      June 30,    June 30,
                                  1998        1997           1998        1997
                                 --------    --------      --------    ------
<S>                              <C>         <C>           <C>         <C>
Revenues and Sales              $ 3,126     $ 1,574         $ 5,771     $ 3,115
Operating Costs and Expenses      3,109       1,448           5,708       2,851
                                 -------     -------        -------     -------
System Sales and Services
  Operating Income                   17         126              63         264
Intercompany Eliminations            27          52              36          67
                                 -------     -------        -------     -------

Operating Income                $    44     $   178         $    99     $   331
                                 =======     =======        =======     =======
</TABLE>

System sales and services revenues increased $1.6 and $2.7 million for the three
and six months ended June 30, 1998, respectively, as compared to the same
periods in 1997. The revenue increases were due to the acquisition of The
ComputerPlus whose revenues are included in the financial statements from the
date of the acquisition offset by lower sales of business phone systems.

Operating costs and expenses increased $1.7 million and $2.9 million for the
three and six months ended June 30, 1998 as compared to the same periods in
1997. This was due to cost of goods sold which increased by $1.3 million and
$2.2 million, primarily as a result of the purchase of The ComputerPlus. In
addition, selling, general and administrative expenses increased $0.4 million
and $0.7 million, for the three and six months ended June 30, 1998,
respectively, due to the operations of the acquisition.


Other Services and Sales

Other services and sales include operations from long distance, Internet and
directory publishing operations. Other services and sales operating income
consisted of the following:
<TABLE>
(In Thousands)                     Three Months Ended           Six Months Ended
                                  --------------------        ------------------
                                   June 30,    June 30,     June 30,    June 30,
                                    1998        1997         1998        1997
                                  --------    --------     --------    ------
<S>                               <C>         <C>          <C>         <C>
Revenues and Sales                $ 1,980     $ 1,380       $ 3,706     $ 2,503
Operating Costs and Expenses        1,986       1,405         3,690       2,657
                                  -------     -------       -------     -------
Other Services and Sales Operating
  Income (Loss)                        (6)        (25)           16        (154)
Intercompany Eliminations             159         215           329         531
                                  -------     -------       -------     -------

Operating Income                     $153     $   190       $   345     $   377
                                  =======     =======       =======     =======
</TABLE>

Revenues from other services and sales increased $0.6 million and $1.2 million
for the three and six months ended June 30, 1998, as compared to the same
periods in 1997. The increase was due in part to the acquisition of IntraNet,
Inc., which accounted for $0.4 million and $0.6 million of the increase for
three and six months ended June 30, 1998, respectively. Additionally, a
short-term rental agreement on office property accounted for $0.2 million and
$0.3 million of the increases during the same time periods. The revenue growth
was also due to the overall expansion in customer base. This was offset in part
from the termination in October of 1997 of a temporary arrangement to resell
intralata toll service. The increases in operating costs and expenses for the
three and six months ended June 30, 1998 as compared to the same time periods in
1997 were primarily due to the acquisition of IntraNet, Inc. as well as growth
in internal operations.
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES

OVERVIEW

Chorus requires funds primarily for its construction programs, the maturity and
retirement of long-term debt, dividend payments and investments. The capital
resources available to meet these requirements are provided through operating
and financing activities. Net cash from operating activities of Chorus and its
subsidiaries for the first six months of 1998 was $5.7 million.


INVESTING ACTIVITIES AND CAPITAL REQUIREMENTS

The primary capital requirement of Chorus has historically consisted of
expenditures under its construction program. Total construction expenditures for
the first six months of 1998 was $5.2 million. Additionally, Chorus acquired
Executive Systems & Software, Inc., d/b/a/ The ComputerPlus and IntraNet, Inc.
for 40,000 shares of common stock, $0.5 million cash and notes of $0.5 million
to be paid over two years.


FINANCING ACTIVITIES

During the first six months of 1998, Chorus borrowed an additional $4.5 million
in long term debt while repaying $0.5 million of its long-term debt.

It is anticipated that the capital requirements for Chorus' construction
programs, maturity and retirement of long-term debt, and dividend payments will
be provided for with cash flow from operating activities and the issuance of
debt.

As further explained in Note 6 to the financial statements, management is
continuing to study options for development of its Personal Communication System
("PCS") license for which build-out of the system would require substantial
capital and operating expenditures over the next several years. As part of this
study, management is also considering financing alternatives, which include the
issuance of debt, equity financing and the inclusion of additional partners in
PCS-WI.

At August 7, 1998, Chorus has available unused lines-of-credit of $13 million.
Chorus has experienced no difficulty in obtaining funds for its construction
programs or other purposes. However, competition could have a negative impact on
Chorus' future operations and cash flows.


REGULATION AND COMPETITION

As more fully discussed in Part II Item 1 Legal Proceedings, Mid-Plains is
subject to future competition which Mid-Plains expects will have some adverse
effect upon its future revenues. The extent of that effect is unknown at this
time.


FORWARD-LOOKING STATEMENTS

The Company cautions that except for historical information, the matters
discussed or incorporated by reference in the Quarterly Report on Form 10-Q are
forward-looking statements that involve risks and uncertainties that may affect
the Company's actual results and cause results to differ materially from such
forward-looking statements. Such risks and uncertainties include, but are not
limited to rapid technological developments and changes in the
telecommunications and information services industries; ongoing deregulation
(and the resulting likelihood of significantly increased price and
product/service competition) in the telecommunications industry and regulatory
limitations on the Company's ability to change its pricing for communications
services. In addition to these factors, actual future outcomes and results may
differ materially because factors including (without limitation) market
conditions and growth rates, economic conditions, policy changes and the
continued availability of financing in the amounts, at the terms, and on the
conditions necessary to support the Company's future business, and other factors
indicated from time to time in the Company's filings with the Securities and
Exchange Commission. Such forward-looking statements reflect only information
available at the time this report is being filed, as a result the Company
undertakes no obligation to update the statements to reflect subsequent
circumstances or events.

<PAGE>

                                    PART II.

                                OTHER INFORMATION

Item 1.  Legal Proceedings

On May 14, 1998, the Public Service Commission of Wisconsin (the "Commission")
issued an order which certified two competitors, TDS Metrocom Inc. and KMC
Telecom, Inc. to provide local phone service in the territory served by
Mid-Plains, Inc. The Commission also terminated the rural telephone company
exemption of Mid-Plains as it pertains to the interconnection request of TDS.
Mid-Plains has decided not to challenge the certification of TDS or KMC and is
proceeding with interconnection agreements with TDS. Mid-Plains continues to
challenge the determination that Mid-Plains has given a blanket waiver of its
franchise and rural exemption rights. As a result of the authorization of two
competitors, Mid-Plains does expect that competition will have some adverse
effect upon its revenues in the future. The full extent of that effect is
unknown at this time.


Item 6.  Exhibits and Reports on Form 8-K

  (a)    List of Exhibits

         (27) Financial Data Schedule


<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.

                                     CHORUS COMMUNICATIONS GROUP, LTD.
                                                     (Registrant)

Date:  August 14, 1998    /s/Dean W. Voeks
                                    Dean W. Voeks
                                    Chief Executive Officer

Date:  August 14, 1998  /s/Howard G. Hopeman
                                    Howard G. Hopeman
                                    Executive Vice-President and 
                                    Chief Financial Officer