NOTICE


*****************************************************************
********
             

                         NOTICE


*****************************************************************
********

This document was originally prepared in Word Perfect.  

If the original document contained--

                    *  Footnotes
                    *  Boldface & Italics

--this information  is missing in this version

The document format (spacing, margins, tabs, etc.) is changed
too.

If you need the complete document, download the Word Perfect
version.

For information about downloading documents (FTP) see file
pnmc5021.

File  pnmc5021 (.txt & .wp) is in directory
\pub\Public_Notices\Miscellaneous.

*****************************************************************
********
                                Before the
                     FEDERAL COMMUNICATIONS COMMISSION
                          Washington, D.C.  20554
                                                       DA 96-1563
In the Matter of              )
                              )
CALPAGE                       )
Assignor,                     )
                              )
and                           )
                              )           
PAC-WEST TELECOMM, INC.       )
Assignee,                     )
                              )
Application for authority,    )  File No. I-T-C-96-371(AL)    
pursuant to Section 214 of    )
the Communications Act of     )
1934, as amended, to assign   )
Section 214 authorization.    )

                         MEMORANDUM OPINION, ORDER
                             AND AUTHORIZATION

Adopted:  September 13, 1996       Released: September 20, 1996

By the Chief, Telecommunications Division:

          1.   CALPAGE (formerly known as Pac-West Telecomm,
Inc.) and a new corporation, Pac-West Telecomm, Inc. (Pac-West),
pursuant to Section 214 of the Communications Act of 1934, as
amended, submitted the above-captioned application requesting
authority to assign CALPAGE's Section 214 authorization to Pac-
West.  The application was placed on public notice on July 15,
1996.  No comments were received.

          2.   CALPAGE, a California corporation, is a certified
international communications carrier, which provides switched
resale services between the United States and various overseas
points.  Pac-West, a new California corporation, is a wholly-
owned subsidiary of CALPAGE.  Pac-West will become a common
carrier upon grant of the instant application.

          3.   The proposed transfer is being undertaken in order
to permit CALPAGE to transfer its one-way paging operations to
another corporation, Pro-Net, Inc., through a tax-free merger. 
without materially affecting the continued operation of CALPAGE's
non-paging telecommunications business.  The applicants state
that the transfer of CALPAGE's 214 authorization will take place
first.  They further state that applications for the transfer of
the radio licenses are pending and that transfer is expected to
take place after the one sought in the instant application.

          4.   Upon consideration of the application and in view
of the foregoing, we conclude that consent to assignment of
CALPAGE's Section 214 authorizations to Pac-West will serve the
public interest, convenience and necessity.

          5.   Accordingly, IT IS ORDERED that the application of
CALPAGE and Pac-West, File No. I-T-C-96-371(AL) IS GRANTED, and
we consent to the assignment from CALPAGE to Pac-West of
CALPAGE's Section 214 authorization.

          6.   IT IS FURTHER ORDERED that all terms and
conditions of any Commission orders granting authority to CALPAGE
to provide common carrier services are now applicable to Pac-
West.

          7.    IT IS FURTHER ORDERED, pursuant to Section 203 of
the Communications Act, 47 U.S.C. 203, and Part 61 of the
Commission's Rules, 47 C.F.R. Part 61, that Pac-West must
continue to maintain tariffs for the services authorized in this
Order.

          8.   IT IS FURTHER ORDERED that the applicant shall
file the annual reports of overseas telecommunications traffic
required by Section 43.61 of the Commission's Rules, 47 C.F.R.
43.61.

          9.    This Order is issued under Section 0.261 of the
Commission's Rules and is effective upon adoption.  Petitions for
reconsideration under Section 1.106 or applications for review
under Section 1.115 of the Commission's Rules may be filed within
30 days of the date of public notice of this Order (see Section
1.4(b)(2)).

               FEDERAL COMMUNICATIONS COMMISSION



               Diane J. Cornell
               Chief, Telecommunications Division
               International Bureau