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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   FORM 10-Q/A

                                 Amendment No. 2

(Mark One)

[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

[ ] Transition Report Pursuant to Section 13 or 15 (d) of the Securities
    Exchange Act of 1934
For the transition period from __________________to________________.





                           Commission file no. 0-24308


                   COHERENT COMMUNICATIONS SYSTEMS CORPORATION
             (Exact Name of Registrant as Specified in Its Charter)


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<S>                                                                    <C>
                 Delaware                                                          11-2162982
(State of Incorporation or Other Jurisdiction                          (I.R.S. Employer Identification No.)
       of Incorporation of Organization)

 44084 Riverside Parkway, Landsdowne Business Center, Leesburg, VA                    22075
         (Address of Principal Executive Offices)                                   (Zip Code)

Registrant's Telephone Number Including Area Code: (703) 729-6400
</TABLE>


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 August 8, 1997:


          Class                                        Number of Shares
                                                         Outstanding

Common Stock, Par Value $.01 Per Share                 15,272,522 Shares


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                   COHERENT COMMUNICATIONS SYSTEMS CORPORATION


PART II - OTHER INFORMATION


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         (a)      Exhibits


                  Exhibit 10.1- Value Added Reseller Agreement dated December
                  31, 1992 between the Company and Nokia Telecommunications Oy,
                  as amended June 13, 1995 and as further amended April 3, 1997*

                  Exhibit 11 - Computation of net income per share (1)(Exhibit
                  11)

                  Exhibit 27 - Financial Data Schedule share (1)(Exhibit 27)

(1) Filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the
quarterly period ended June 30, 1997 and incorporated by reference.

* Confidential portions of the exhibit have been omitted and filed separately
with the Securities and Exchange Commission pursuant to a request for
confidential treatment.


         (b)      Reports on Form 8-K

                  None






No other applicable items.


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                   COHERENT COMMUNICATIONS SYSTEMS CORPORATION



                                   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.



                                       COHERENT COMMUNICATIONS SYSTEMS
                                       CORPORATION




                                       By:  /s/ Daniel L. McGinnis
                                            -----------------------
                                            Daniel L. McGinnis
                                            Chief Executive Officer


      Date: December 15, 1998


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                   COHERENT COMMUNICATIONS SYSTEMS CORPORATION

                                  EXHIBIT INDEX

The following is a list of exhibits required by Item 601 of Regulation S-K filed
as part of this Report. Where so indicated by footnote, exhibits which were
previously filed are incorporated by reference. For exhibits incorporated by
reference, the location of the exhibit in the previous filing is indicated in
parentheses.


         Exhibit 10.1- Value Added Reseller Agreement dated December 31, 1992
         between the Company and Nokia Telecommunications Oy, as amended June
         13, 1995 and as further amended April 3, 1997 *

         Exhibit 11 - Computation of net income per share (1)(Exhibit 11)

         Exhibit 27 - Financial Data Schedule share (1)(Exhibit 27)

(1) Filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the
quarterly period ended June 30, 1997 and incorporated by reference.

* Confidential portions of the exhibit have been omitted and filed separately
with the Securities and Exchange Commission pursuant to a request for
confidential treatment.


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