SECURITIES AND EXCHANGE COMMISSION
                   Washington, DC 20549
          
                         FORM 10-Q/A
                    AMENDMENT NO. 1 TO
                          FORM 10-Q
          
          QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
          OF THE SECURITIES AND EXCHANGE ACT OF 1934
          
                                              
For the Quarter ended December 31, 1996.

Commission File Number 0-13627.

                   CTC COMMUNICATIONS CORP.                                 
(Exact name of registrant as specified in its charter)

 Massachusetts                              04-2731202
(State or other jurisdiction of         (IRS Employer    
incorporation or organization)       Identification No.)

360 Second Avenue, Waltham, Massachusetts      02154 
(Address of principal executive offices)     (Zip Code)

                      (617) 466-8080                                      
(Registrant's telephone number including area code)

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


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  [ ]

      APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the Issuer's
classes of Common Stock, as of the latest practicable date:

As of February 4, 1997, 9,611,429 shares of Common Stock,
par value $.01 per share, were outstanding.




FORM 10Q-A FOR THE QUARTER ENDED DECEMBER 31, 1996

                    SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on behalf by the 
undersigned thereunto duly authorized.

                                   CTC COMMUNICATIONS CORP.


Date: February 18, 1997             /s/  ROBERT J. FABBRICATORE
                                    ----------------------------
                                         Robert J. Fabbricatore
                                         Chief Executive
                                         Officer


Date: February 18, 1997            /s/  JOHN D. PITTENGER
                                   -----------------------------
                                        John D. Pittenger
                                        Chief Financial
                                        Officer