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                                Before the
                     FEDERAL COMMUNICATIONS COMMISSION
                          Washington, D.C.  20554
                                                       DA 97-521
In the Matter of               )
                               )
VARTEC TELECOM, INC.           )
                               )
Application for authority,     )  File No. I-T-C-97-010-TC    
pursuant to Section 214 of     )
the Communications Act of      )
1934, as amended, to transfer  )
control of a company holding   )
a Section 214 authorization.   )

                         MEMORANDUM OPINION, ORDER
                             AND AUTHORIZATION

Adopted: March 4, 1997        Released: March 12, 1997    

By the Chief, Telecommunications Division:

          1.   VarTec Telecom, Inc. (VarTec) and TeleConcepts of
New Mexico, Inc. d/b/a Telephone Express (Telephone Express),
pursuant to Section 214 of the Communications Act of 1934, as
amended, submitted the above-captioned application requesting
authority to transfer control of Telephone Express to VarTec.  
The application was placed on public notice on January 8, 1997.  
No comments were received.

          2.   VarTec, a Texas corporation, and Telephone
Express, a Colorado corporation, are both authorized to provide
international telecommunications resale services.  VarTec and
Telephone Express have signed a Letter of Intent whereby VarTec
will purchase the outstanding shares of stock of Telephone
Express.  Upon consummation of the transaction, Telephone Express
will cease to exist and VarTec will continue to provide high
quality service to Telephone Express customers.

          3.   Upon consideration of the application and in view
of the foregoing, we conclude that  the proposed transfer of
control of Telephone Express to VarTec will serve the public
interest, convenience and necessity.   

          4.   Accordingly, IT IS ORDERED that application File
No. I-T-C-97-010-TC IS GRANTED, and the transfer of control of
Telephone Express to VarTec is authorized.
          5.   IT IS FURTHER ORDERED that all terms and
conditions of any Commission orders granting authority to
Telephone Express to provide common carrier services remain in
effect.

          6.    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