UNITED STATES 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              March 31, 1995       
 		                            	-------------------------------------------
				                             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:                       1-6469  
                     			---------------------------------------------------

           		  CAROLINA TELEPHONE AND TELEGRAPH COMPANY        
- - - - - - ---------------------------------------------------------------------------     
       	(Exact name of registrant as specified in its charter)  


   	     North Carolina                               56-0931189      
- - - - - - ---------------------------------        ----------------------------------     
 (State or other jurisdiction of                 (I.R.S. Employer        
  incorporation or organization)                Identification No.)


 14111 Capital Boulevard, Wake Forest, North Carolina           27587      
- - - - - - ---------------------------------------------------------------------------     
       (Address of principal executive offices)              (Zip Code)


                         			     919-554-7900    
- - - - - - ---------------------------------------------------------------------------
           Registrant's telephone number, including area code)


- - - - - - ---------------------------------------------------------------------------     
       	(Former name, former address and former fiscal year, if 
	        changed since last report)

This 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.

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 
						                                                     -----      -----

There are 3,626,510 shares of common stock, par value $20, outstanding as 
of March 31, 1995 and as of the date of filing of this report.

		                CAROLINA TELEPHONE AND TELEGRAPH COMPANY
				                               INDEX


                                                  							       Page Reference
							                                                         -------------- 
Part I.  Financial Information

       	 Item 1.  Consolidated Financial Statements

               		 Consolidated Balance Sheets                   Pages 2 - 3

                	 Consolidated Statements of Income             Page 4

               		 Consolidated Statements of Cash Flows         Page 5

               		 Condensed Notes to Consolidated 
                	   Financial Statements                        Page 6 

     	   Item 2.  Management's Discussion and Analysis
		                  of Financial Condition and Results
		                  of Operations                               Pages 7 - 9


Part II. Other Information

         Item 1.  Legal Proceedings                             Page 10

       	 Item 2.  Changes in Securities                         Page 10

         Item 3.  Defaults Upon Senior Securities               Page 10

       	 Item 4.  Submission of Matters to a Vote of
                 		 Security Holders                            Page 10

       	 Item 5.  Other Information                             Page 10

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

Signatures                                                      Page 11

Exhibit 12

Exhibit 27
















                                                 							    Form 10-Q Part I.
								                                                              Item 1.

		                CAROLINA TELEPHONE AND TELEGRAPH COMPANY
			                     CONSOLIDATED BALANCE SHEETS
	                         			 (In Thousands)


                                   					      March 31,      December 31,
					                                          	1995             1994        
					                                        -----------     ------------   
					                                        (Unaudited)                        
ASSETS                                  

CURRENT ASSETS                                  
  Cash                                       $       21      $       16
  Receivables, net of allowance for
    doubtful accounts of $2,397 
    ($1,775 in 1994):
      Customers and other                        74,359          83,597
      Interexchange carriers                     27,150          24,488
      Affiliated companies                        6,901           5,971
  Inventories                                    11,658          12,490
  Prepaid expenses and other                      4,866           4,073
                                   					      ---------       ---------
				                                          		124,955         130,635
					
					
					
					
					
PROPERTY, PLANT AND EQUIPMENT                                   
  Land and buildings                            133,343         132,610
  Telephone network equipment and outside
    plant                                     1,489,130       1,454,632
  Other                                          89,460          86,520
  Construction in progress                       31,594          28,162
					                                         ---------       ---------
					                                         1,743,527       1,701,924
  Less accumulated depreciation                 791,677         766,173
					                                         ---------       --------- 
			                                          			951,850         935,751
					
					
					
					
					
DEFERRED CHARGES AND OTHER ASSETS                75,223          72,136
                                    				      ---------       ---------
					
					
					
					
					                                        $1,152,028      $1,138,522
					                                         =========       =========



See Accompanying Condensed Notes to Consolidated Financial Statements.

                                                 							    Form 10-Q Part I.
                                                        								      Item 1.

       		         CAROLINA TELEPHONE AND TELEGRAPH COMPANY
		                 CONSOLIDATED BALANCE SHEETS (continued)
	                          			 (In Thousands)


                                     			      March 31,      December 31,
			                                          			1995             1994        
					                                        -----------     ------------   
					                                        (Unaudited)                        
LIABILITIES AND STOCKHOLDER'S EQUITY

CURRENT LIABILITIES
  Outstanding checks in excess of cash
    balances                                 $    2,832      $    1,347
  Short-term borrowings:
    Commercial paper                             36,800          33,600
    Advances from parent company                  1,048           2,810
  Current maturities of long-term debt           12,547           8,579
  Accounts payable:
    Vendor and other                             27,490          19,742
    Interexchange carriers                       29,217          24,909
    Affiliated companies                         12,409          15,855
  Accrued taxes                                  30,632          18,396
  Advance billings and customer deposits         18,368          19,853
  Accrued vacation pay                            9,472           8,862
  Other                                          18,939          20,337
                                   					      ---------       ---------
			                                          			199,754         174,290
					
LONG-TERM DEBT                                  248,779         260,736
					
DEFERRED CREDITS AND OTHER LIABILITIES
  Deferred income taxes                         106,485         110,489
  Deferred investment tax credits                 2,588           3,134
  Postretirement and other benefit
    obligations                                  39,876          36,539
  Regulatory liability                           26,320          26,772
  Other                                          14,523          12,520
					                                         ---------       ---------
			                                           		189,792         189,454
					
COMMON STOCK AND OTHER STOCKHOLDER'S EQUITY
  Common stock, par value $20 per share,
    authorized-5,000,000 shares, issued
    and outstanding-3,626,510 shares             72,530          72,530
  Capital in excess of par value                 71,991          71,991
  Retained earnings                             369,182         369,521
                                   					      ---------       ---------
		                                          				513,703         514,042
					                                         ---------       ---------

                                   					     $1,152,028      $1,138,522
					                                         =========       =========


See Accompanying Condensed Notes to Consolidated Financial Statements.

                                                  						    Form 10-Q Part I.
								                                                              Item 1.

		                CAROLINA TELEPHONE AND TELEGRAPH COMPANY
            		       CONSOLIDATED STATEMENTS OF INCOME
 	                        			 (In Thousands)


                             				      Three Months Ended March 31,
			                                     	 1995              1994 
			                                      ------            ------
					                                           (Unaudited)
OPERATING REVENUES                                                              
Local service                        $   71,510        $   67,104
Network access service                   51,756            48,730
Long distance service                    24,796            26,772
Other                                    34,909            25,982
				                                   --------          -------- 
			                                   		182,971           168,588
								
OPERATING EXPENSES                                                              
Plant expense                            54,961            51,388
Depreciation                             32,170            29,907
Customer operations                      26,516            23,153
Corporate operations                     16,737            17,368
Other                                     7,488             4,836
Taxes:                                                          
  Federal income:                                                               
    Current                              14,961            11,123
    Deferred                             (3,590)             (642)
    Deferred investment tax credits        (546)             (945)
  State, local and miscellaneous          7,398             6,785 
				                                   --------          --------  
		                                   			156,095           142,973
								
OPERATING INCOME                         26,876            25,615
								
								
Interest expense
  Short-term borrowings and 
    long-term debt                        4,838             5,026
  Other                                     488               265
				                                   --------          --------
			                                   		  5,326             5,291
								
Other income                                                            
  Interest charged to construction           54                37
  Other, net                                180               209
				                                   --------          --------
					                                       234               246
                            				       --------          --------      
								
NET INCOME                           $   21,784        $   20,570
				                                   ========          ========




See Accompanying Condensed Notes to Consolidated Financial Statements.

                                                 							    Form 10-Q Part I.
								                                                              Item 1.

		                CAROLINA TELEPHONE AND TELEGRAPH COMPANY
		                  CONSOLIDATED STATEMENTS OF CASH FLOWS
		                          		 (In Thousands)


                                         						    Three Months Ended 
						                                                 March 31,          
						                                            1995            1994    
					                                           --------        --------  
						                                                 (Unaudited)
OPERATING ACTIVITIES
Net income                                    $  21,784       $  20,570
Adjustments to reconcile net income to
  net cash provided by operating activities:
    Depreciation                                 32,170          29,907
    Deferred income taxes and investment
      tax credits                                (4,813)         (1,284)
    Changes in operating assets and 
      liabilities:
        Receivables, net                          5,646          (2,158)
       	Inventories and other current assets         39           1,052
       	Accounts payable, accrued expenses 
	         and other current liabilities          20,058          18,561
	       Noncurrent assets and liabilities, net    4,009             831
    Other, net                                      197             101 
				                                   	       ---------       ---------
NET CASH PROVIDED BY OPERATING ACTIVITIES        79,090          67,580 
			   
INVESTING ACTIVITIES
Capital expenditures                            (47,501)        (43,231)
Other, net                                       (2,851)         (1,917)
					                                          ---------       ---------
NET CASH USED BY INVESTING ACTIVITIES           (50,352)        (45,148)

FINANCING ACTIVITIES
Retirements of long-term debt                    (8,048)            (51)
Net increase (decrease) in short-term
  borrowings                                      1,438         (16,361)
Dividends paid                                  (22,123)         (5,985)
Other, net                                            -             (41)
                                    				       ---------       ---------
NET CASH USED BY FINANCING ACTIVITIES           (28,733)        (22,438)

INCREASE (DECREASE) IN CASH                           5              (6)

CASH AT BEGINNING OF YEAR                            16              20  
                                   					       ---------       ---------

CASH AT END OF YEAR                           $      21       $      14  
                                    				       =========       =========





See Accompanying Condensed Notes to Consolidated Financial Statements.

                                                 							    Form 10-Q Part I.
								                                                              Item 1.

		                CAROLINA TELEPHONE AND TELEGRAPH COMPANY
	           CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
	                            			 (Unaudited)


1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     The information contained in this Form 10-Q for the three-month interim 
periods ended March 31, 1995 and 1994 has been prepared in accordance with 
instructions to Form 10-Q and Rule 10-01 of Regulation S-X.  In the opinion 
of management, all adjustments considered necessary, consisting only of normal 
recurring accruals, to present fairly the consolidated financial position, 
results of operations, and cash flows for such interim periods have been made.

     Certain information and footnote disclosures normally included in 
consolidated financial statements prepared in accordance with generally 
accepted accounting principles have been condensed or omitted.  The results 
of operations for the three months ended March 31, 1995 are not necessarily 
indicative of the operating results that may be expected for the year ended 
December 31, 1995.

Basis of Presentation
- - - - - - ---------------------
     The accompanying consolidated financial statements include the accounts 
of Carolina Telephone and Telegraph Company and its wholly-owned subsidiary, 
Carolina Telephone Long Distance, Inc., collectively referred to as the 
"Company."  All significant intercompany transactions have been eliminated.  

     Certain amounts previously reported for prior periods have been 
reclassified to conform to the current period presentation in the accompanying 
consolidated financial statements.  Such reclassifications had no effect on 
the results of operations or stockholder's equity as previously reported.

Earnings Per Share
- - - - - - ------------------
     Earnings per share information has been omitted because the Company is a 
wholly-owned subsidiary of Sprint Corporation.


2.  SUPPLEMENTAL CASH FLOW INFORMATION

     The supplemental disclosures for the consolidated statements of cash 
flows for the three months ended March 31 are as follows (in thousands):

                                           					   1995          1994
					                                          	  ------        ------
Cash paid for
   Interest, net of amounts capitalized          $ 4,037       $ 5,187
   Income taxes                                    1,697           400








                                                  						    Form 10-Q Part I.
								                                                              Item 2.

        		         CAROLINA TELEPHONE AND TELEGRAPH COMPANY
	             MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
		                   CONDITION AND RESULTS OF OPERATIONS


Results of Operations
- - - - - - ---------------------
     Local service revenues increased $4.4 million or 6.6 percent for the 
three-month period ended March 31, 1995 compared to the same period in 1994.  
Basic area service revenues contributed $3.0 million to this increase, 
primarily attributable to a 4.7 percent growth in access lines.  For the same 
period, custom calling features added $1.3 million as a result of marketing 
promotions. 

     Network access service revenues increased $3.0 million or 6.2 percent 
for the three-month period ended March 31, 1995 compared to the same period 
in 1994.  The increase was primarily due to an 8.8 percent growth in 
interstate access minutes and a 12.1 percent growth in intrastate access 
minutes.  These increases were partially offset by rate reductions which went 
into effect July 1, 1994.

     Long distance service revenues decreased $2.0 million or 7.4 percent for 
the three-month period ended March 31, 1995 compared to the same period in 
1994.  Carolina Telephone Long Distance, Inc. experienced a 19.9 percent 
decrease in access lines due to aggressive advertising campaigns of its 
competitors. 

     Other revenues increased $8.9 million or 34.4 percent for the three-month 
period ended March 31, 1995 compared to the same period in 1994.  The 
equipment sales and installation revenue increased $3.5 million.  North 
Carolina Utility Services (NCUS), a non-regulated line of business 
specializing in locating underground utility lines, contributed $3.3 million.  
The increase in NCUS revenues reflects an expansion of the service area and 
an increase in the customer base in existing service areas, as well as 
revenues attributable to Drop Administration Placement, a new line of business 
of NCUS specializing in administering the placement of buried service wires.  
The Company began providing operator services for two of its affiliates, 
Central Telephone Company of Virginia and Central Telephone Company - North 
Carolina Division, which also contributed to the increased revenues.    

     Plant expense increased $3.6 million or 7.0 percent for the three-month 
period ended March 31, 1995 compared to the same period in 1994.  Generic 
software expense increased due to upgrades of digital switches to provide 
enhanced services.  The remainder of the increase was due to several 
individually insignificant expenses associated with repairs and 
rearrangements/changes including an accounting change for pole rentals and an 
increase in contractor utilization.










                                                 							    Form 10-Q Part I.
                                                         							      Item 2.

		                CAROLINA TELEPHONE AND TELEGRAPH COMPANY
	            MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
	            	CONDITION AND RESULTS OF OPERATIONS (continued)


Results of Operations (continued)
- - - - - - ---------------------------------
     Customer operations expense increased $3.4 million or 14.5 percent for 
the three-month period ended March 31, 1995 compared to the same period in 
1994.  North Carolina Utility Services expenses increased $2.5 million due to 
the expansion of its customer base and its new line of business, Drop 
Administration Placement.  Product management and sales expenses increased as 
the Company continues to intensify its efforts to achieve an increased market 
share and gain knowledge of its customer expectations. 

     Other operating expenses increased $2.7 million or 54.8 percent for the 
three-month period ended March 31, 1995 compared to the same period in 1994.  
This fluctuation was primarily due to a $2.6 million increase in cost of 
equipment sales, generally correlating with the overall trend in equipment 
sales.  

Liquidity and Capital Resources
- - - - - - -------------------------------
     Cash flows from operating activities are the Company's primary source of 
liquidity.  Net cash provided by operating activities increased $11.5 million 
for the three-month period ended March 31, 1995 compared to the same period 
in 1994.  The increase was attributable to a decrease in receivables and an 
increase in accrued expenses and other current liabilities.

     Net cash used by investing activities increased $5.2 million for the 
three-month period ended March 31, 1995 compared to the same period in 1994.  
This increase was impacted by a $4.3 million increase in telecommunications 
plant additions, as well as increases in non-regulated investment additions.  
The Company's planned construction expenditures for 1995 are $141.5 million.

     Net cash used by financing activities increased $6.3 million for the 
three-month period ended March 31, 1995 compared to the same period in 1994 
primarily due to an increase in dividend payments and an increase in 
retirements of long-term debt, partially offset by an increase in short-term 
borrowings.

     As of March 31, 1995, the Company had a total of $60 million in one-year 
bank commitments.  The bank lines provide for short-term borrowings at market 
rates of interest and require annual commitment fees based on the unused 
portion.  Such lines of credit, which support commercial paper, may be
withdrawn by the banks if there is a material adverse change in the financial
condition of Sprint of the Company.  As of March 31, 1995, no amounts were
borrowed against this credit facility; however, $36.8 million of the bank
lines supported commercial paper outstanding at March 31, 1995.

     The Company is also authorized to issue and sell an additional $75
million in debentures.  The debentures must be due within thirty years of
the date of issue and cannot exceed an interest rate of 7.25 percent.




                                                 							    Form 10-Q Part I.
								                                                              Item 2.

		                CAROLINA TELEPHONE AND TELEGRAPH COMPANY
	            MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
	             CONDITION AND RESULTS OF OPERATIONS (continued)


Liquidity and Capital Resources (continued)
- - - - - - -------------------------------------------
     The Company's ratio of common equity to total capital was 63.2 percent 
at March 31, 1995 and 62.7 percent at December 31, 1994.  The Company's ratio 
of long-term debt to total capital was 32.1 percent at March 31, 1995 and 
32.9 percent at December 31, 1994.

Accounting Developments
- - - - - - -----------------------
     Consistent with most local exchange carriers, the Company accounts for 
the economic effects of regulation pursuant to SFAS No. 71, "Accounting for 
the Effects of Certain Types of Regulation."  The application of SFAS No. 71 
requires accounting recognition of the rate actions of regulators where 
appropriate, including the recognition of depreciation based on estimated 
useful lives prescribed by regulatory commissions rather than those that might 
be utilized by non-regulated enterprises.  The Company currently believes its 
operations meet the criteria for the continued application of the provisions 
of SFAS No. 71.  However, the Company operates in an evolving environment in 
which the regulatory framework is changing and the level and types of 
competition are increasing.  Accordingly, the Company constantly monitors and 
evaluates the ongoing applicability of SFAS No. 71 by assessing the likelihood 
that prices which provide for the recovery of specific costs can continue to 
be charged to customers.

     In the event the Company determines that its operations no longer qualify 
for the application of the provisions of SFAS No. 71, the Company will 
eliminate from its financial statements the effect of any actions of 
regulators that had previously been recognized as assets and liabilities.  
The resulting material noncash charge would be recorded as an extraordinary 
item.






















                                                 							    Form 10-Q Part II.

                   CAROLINA TELEPHONE AND TELEGRAPH COMPANY
			                           OTHER INFORMATION


Item 1.  Legal Proceedings

       	 There were no reportable events during the quarter ended
	        March 31, 1995.

Item 2.  Changes in Securities

         Omitted under the provisions of General Instruction H.

Item 3.  Defaults Upon Senior Securities

       	 Omitted under the provisions of General Instruction H.

Item 4.  Submission of Matters to a Vote of Security Holders

         Omitted under the provisions of General Instruction H.

Item 5.  Other Information

       	 The Company's ratios of earnings to fixed charges were 7.00 
	        and 6.32 for the three months ended March 31, 1995, and 1994,
       	 respectively.  These ratios have been computed by dividing
	        fixed charges into the sum of (a) net income less capitalized
	        interest included in income, (b) income taxes and (c) fixed
	        charges.  Fixed charges consist of interest on all indebtedness
	        (including amortization of debt issuance expenses) and the
	        interest factor of operating rents.

Item 6.  Exhibits and Reports on Form 8-K

       	 (a)  The following exhibits are filed as part of this report:

       	      (12) Computation of ratios of earnings to fixed charges.

       	      (27) Financial data schedule.

       	 (b)  No reports on Form 8-K were filed during the quarter
	             ended March 31, 1995.  
















                                                 							    Form 10-Q Part II.


		                 CAROLINA TELEPHONE AND TELEGRAPH COMPANY
                          				   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.

				

                             			    Carolina Telephone and Telegraph Company
			                                 ----------------------------------------
			                                             	  Registrant



Date  05-15-95                  By              s/F. E. Westmeyer               
      --------                      ----------------------------------------
                             			    F. E. Westmeyer, Vice President-Finance
			                                    	 (Principal Financial Officer)


Date  05-15-95                  By              s/T. J. Geller                  
      --------                      ----------------------------------------   
                                    				    T. J. Geller, Controller
			                                    	 (Principal Accounting Officer)