AMERITECH CORP /DE/
10-K/A, 1996-03-15
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<PAGE>                                   
                  SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.
                                   
                              FORM 10-K/A
                                   
                          AMENDMENT TO REPORT
                                   
      Filed pursuant to Section 12, 13 or 15(d) of the Securities
                         Exchange Act of 1934
                                   
                         AMERITECH CORPORATION
                                   
                            Amendment No. 2

     The undersigned registrant hereby amends its Annual Report on Form
10-K for the fiscal year ended December 31, 1995 by revising, as
follows, the information in PART IV, Items 10 through 13:

     Information regarding executive officers required by Item 401 of
Regulation S-K is furnished in a separate disclosure in Part I of this
report since the Company did not furnish such information in its
definitive proxy statement dated March 1, 1996, prepared in accordance
with Schedule 14A.

   

     The other information required by these items is included in the
Company's definitive proxy statement on pages 2 through 4, in the
section on Officer and Director Stock Ownership on pages 5 and 6, in
the section on Compensation of Directors on page 6, and in the section
on Executive Compensation on pages 10 through 19, except for the
section including the Shareowner Return Performance Graph on page 13,
and is incorporated herein by reference pursuant to General Instruction
G(3).

    


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


                                   Ameritech Corporation


                                   By /s/ Bruce B. Howat
                                        Bruce B. Howat
                                        Secretary

Dated: March 15, 1996






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