September 8, 1995






Mr. Robert Hinsdale
Sand Creek Telephone Company
6525 Sand Creek Highway
P.O. Box 66
Sand Creek, MI  49279-0066

          Re:  Legality of Issuance of Common Stock

Dear Bob:

     You have asked for our opinion regarding the issuance of the 124,000
shares
of common stock of Sand Creek Communications Company to be registered under
the Securities Act of 1933 pursuant to the Agreement and Plan of Share
Exchange
between Sand Creek Communications Company and Sand Creek Telephone
Company ("Agreement") including whether the shares will, when sold, be legally
issued, fully paid, and non-assessable.

     In rendering this opinion, we have examined and relied upon originals, or
copies certified or otherwise identified to our satisfaction, of such 
documents, corporate records, certificate of public officials and officers 
of Sand Creek Communications Company and Sand Creek Telephone Company and 
other instruments as we have deemed necessary or advisable for purposes of 
this opinion.  In rendering the opinion, we have assumed that the documents 
delivered to us were duly authorized, executed and delivered and that all 
documents and copies of documents are true and accurate.

     The opinions set forth herein are based on the laws of the State of
Michigan, as they currently exist, and no opinion is expressed as to the 
laws of any other jurisdiction.

     Based on the foregoing, and subject to the qualifications and limitations
hereof, we are of the opinion that:

(1)  Sand Creek Communications Company was duly incorporated, is validly
existing and in good standing under the laws of the State of Michigan.  Sand
Creek Communications Company authorized capitalization consists of 160,000 
shares of common stock, no par value, of which one (1) share is currently 
issued and outstanding, being owned by Sand Creek Telephone Company.

(2)  Sand Creek Communications Company has the power and authority to enter
into and consummate the transaction set forth in the Agreement, subject to
satisfaction of the conditions precedent set forth in the Agreement.

(3)  The performance of the Share Exchange as set forth in the Agreement does
not require any filings with or approvals of the Michigan Public Service
Commission.

(4)  The performance of the Share Exchange as set forth in the Agreement
complies, or will comply, with all current laws of the State of Michigan
applicable to the Share Exchange.

(5)  The 124,000 shares of common stock of Sand Creek Communications
Company to be registered under the Securities Act of 1933 and to be issued
pursuant to the Agreement will, when issued pursuant to the Agreement, be duly
authorized, legally issued, fully paid, and non-assessable.

     We hereby consent to this opinion being included in Sand Creek
Communications Company's Registration Statement under the Securities Act of
1933.

                                                 Very truly yours,

                                                 LOOMIS, EWERT, PARSLEY,
                                                   DAVIS & GOTTING, P.C.


                                                 /s/ Ronald W. Bloomberg
                                                 Ronald W. Bloomberg




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