Registration No. 333-20357
                         Prospectus Supplement filed pursuant to Rule 424(b)(3)

                       PEGASUS COMMUNICATIONS CORPORATION

                                Supplement No. 2
                              dated April 23, 1997
                                       to
              Prospectus for 193,600 Shares of Class A Common Stock
                             dated February 5, 1997

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         Unless otherwise defined, all terms used herein but not otherwise
defined shall have the same meaning as in the February 5, 1997 Prospectus.

The following information supplements the disclosure found in the Prospectus:

Arkansas DBS Acquisition
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         On March 10, 1997, the Company completed the Arkansas DBS Acquisition
for approximately $2.4 million in cash, subject to adjustment as provided for in
the acquisition agreement, from proceeds of the Unit Offering. The exclusive
territory includes approximately 36,500 television households and 3,600 business
locations. As of April 9, 1997, there were approximately 1,780 DIRECTV
subscribers in the exclusive area.


Virginia/West Virginia DBS Acquisition
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         As of March 10, 1997, the Company completed the Virginia/West Virginia
DBS Acquisition for approximately $8.2 million in cash, $3.0 million of
preferred stock of a subsidiary of Pegasus and warrants to purchase an aggregate
of 283,969 shares of Class A Common Stock. The cash consideration was paid from
net proceeds received from the Unit Offering. The exclusive territory includes
approximately 92,100 television households and 7,400 business locations. As of
April 9, 1997, there were approximately 6,150 DIRECTV subscribers in the
exclusive area.


Acquisitions of New DBS Territories
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         On April 16, 1997, Pegasus announced pending acquisitions of DIRECTV
distribution rights and related assets from nine independent DIRECTV providers
and the completion of one such acquisition. The ten acquisitions involve in the
aggregate cash consideration of approximately $47.6 million and approximately
$700,000 in shares of Class A Common Stock. The ten independent providers
provide service to approximately 25,000 subscribers in 17 states in territories
that comprise in excess of 300,000 television households. Approximately 110,000
of these households are not presently passed by cable. These acquisitions will
increase Pegasus' exclusive DIRECTV territory to 1.7 million TV households
serving approximately 80,000 DBS subscribers in 24 states. Each of the pending
acquisitions is subject to the negotiation of a definitive agreement, if not
already entered into, and, if not already granted, the prior approval of the
NRTC and Hughes. There can be no assurance all or any of these pending
acquisitions will be completed.