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                            Before the
                Federal Communications Commission
                      Washington, D.C. 20554

In the Matter of                )
                                )
Bourbeuse Telephone Company,    )
Assignor,                       )  CC Docket No. 98-210
                                )
and                             )
                                )
Fidelity Telephone Company,     )
Assignee,                       )
                                )
Joint Applications for Consent to Assignment)
of Authority under Section 214 of the)
Communications Act              )

                   MEMORANDUM OPINION AND ORDER

     Adopted:  December 21, 1998             Released: December 21, 1998 

By the Acting Deputy Chief, Common Carrier Bureau:

     1.   On October 2, 1998, Fidelity Telephone Company (Fidelity) and Bourbeuse
Telephone Company (Bourbeuse) (collectively, Applicants) filed a Joint Application for Consent
to Assignment of Authority to Fidelity by Bourbeuse of its section 214 authority with respect to
its local exchange operations.  The Applicants further request a waiver of section 63.90 of the
Commission's rules.  The Application was placed on public notice on 
November 25, 1998, and no comments were received.  As discussed below, we grant the
Application and deny the waiver request.

     2.   Fidelity and Bourbeuse provide local exchange service in Missouri.  Bourbeuse is
the local exchange carrier for one exchange - Gerald - serving approximately 2,000 access lines,
and Fidelity is the local exchange carrer for eight exchanges - Berger, Japan, Lyon, New Haven,
Owensville, Spring Bluff, Stanton, and Sullivan - serving approximately 12,000 access lines. 
Both companies are wholly-owned subsidiaries of Fidelity Communications Company.  After the
merger, Fidelity will be the surviving corporation. 

     3.   According to the Applicants, by combining the Gerald exchange, which is adjacent
to Fidelity's service area, with the exchanges served by Fidelity, Fidelity will be able to take
advantage of network and operating efficiencies, which will reduce costs and enable it to better
serve the customers in the Gerald exchange.  Currently, Fidelity employees perform all necessary
work to operate Bourbeuse; Bourbeuse has no separate employees.  Fidelity employees must
keep track of all time spent on Bourbeuse matters, and those costs are charged to Bourbeuse. 
The Applicants point out that the proposed merger will improve efficiency because there will no
longer be inter-company transfers to account for, and will result in simplified accounting and tax
reporting.  In addition, they claim that the proposed merger will provide customers of Fidelity
and Bourbeuse with a larger calling area and reduce rates for local service for most of Fidelity's
and Bourbeuse's customers.  

     4.   The Applicants also request a waiver of section 63.90 of the Commission's rules,
"to the extent the rule actually applies" to this proposed merger.  According to the Applicants,
as a result of the proposed merger, service will not be closed or discontinued at the Gerald
exchange, but instead will be provided by a different carrier, Fidelity.  Given this assertion, we
find that section 63.90 is inapplicable to the proposed merger and, therefore, a waiver is
unnecessary.

     5.   From the face of the application, there appears to be no reason to doubt the
accuracy of the factual representations made therein.  Based on the factual representations made
in the application, we find no legal or policy basis on which to oppose the application.  We
therefore conclude that the assignment of Bourbeuse's section 214 authority to Fidelity will serve
the public interest, convenience and necessity.

     6.   ACCORDINGLY, IT IS ORDERED, that pursuant to sections 4(i) and (j),
214(a),  and 214(c) of the Communications Act of 1934, as amended, 47 U.S.C.  154(i),
154(j), 214(a), 214(c), and authority delegated thereunder pursuant to sections 0.91 and 0.291 of
the Commission's rules, 47 C.F.R.  0.91 and 0.291, and section 1.3 of the Commission's rules,
47 C.F.R.  1.3, the application filed by Bourbeuse Telephone Company and Fidelity Telephone
Company IS GRANTED.

     7.   IT IS FURTHER ORDERED, that pursuant to Sections 4(i) and (j), authority
delegated pursuant to Sections 0.91 and 0.291 of the Commission's rules, 47 C.F.R.  0.91 and
0.291, and Section 1.3 of the Commission's rules, 47 C.F.R.  1.3, the Applicants' waiver IS
DENIED.

     8.   IT IS FURTHER ORDERED, that this Memorandum Opinion and Order SHALL
BE EFFECTIVE upon release, in accordance with 47 C.F.R.  1.103.

                              FEDERAL COMMUNICATIONS COMMISSION



                              Lisa M. Zaina
                              Acting Deputy Chief, Common Carrier Bureau