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

In the Matter of                             )
                                   )
Paging Network of Dallas-Ft. Worth, Inc.,         )
Paging Network of Tennessee, Inc.            )
)
Complainant,                       )
)
v.                  )    File No. E-98-21
)
BellSouth Telecommunications, Inc.           )
                              )
Defendant.                         )


                                   ORDER

Adopted: December 23, 1999                   Released: December 27, 1999

By the Deputy Chief, Market Disputes Resolution Division, Enforcement Bureau:

1.     On February 12, 1998, Paging Network of Dallas-Ft.Worth, Inc. and Paging Network of
Tennessee, Inc. (PageNet) filed the above-captioned formal complaint against BellSouth Telecommunications,
Inc. (BellSouth) alleging that BellSouth improperly imposed charges for facilities used to deliver BellSouth
originated traffic to PageNet's network, in violation of the Communications Act of 1934, as amended, and the
Commission's rules promulgated thereunder.  BellSouth filed its Answer to PageNet's complaint on April 2,
1998; PageNet filed its Reply to that Answer on April 13, 1998.  Subsequent to those filings, the parties
entered into negotiations in an effort to settle the matter in controversy.  On December 22, 1999, PageNet filed
a Motion to Withdraw Formal Complaint Without Prejudice requesting that the Commission grant PageNet
leave to withdraw its complaint without prejudice against BellSouth.  On December 23, Market Dispute
Resolution staff informed the parties that based upon representations made to the Commission that the parties
had reached a mutually satisfactory settlement agreement, the Division would only grant a dismissal with
prejudice.  The parties did not object to such an amendment to PageNet's motion.
 
2.     We are satisfied that dismissing the complaint will serve the public interest by promoting the
private resolution of disputes and by eliminating the need for further litigation and the expenditure of
further time and resources of the parties and of this Commission.

3.     Accordingly, IT IS ORDERED, pursuant to sections 1, 4(i), 4(j), 201(b), 208, and 251 of the
Communications Act of 1934, as amended, 47 U.S.C.  151, 154(i), 154(j), 201(b), 208, and 251, and 
the authority delegated in sections 0.111 and 0.311 of the Commission's rules, 47 C.F.R.  0.111, 0.311,
that PageNet's Motion to Withdraw Formal Complaint Without Prejudice as amended IS GRANTED.

4.     IT IS FURTHER ORDERED that the above-captioned complaint IS DISMISSED WITH
PREJUDICE and that the proceeding IS TERMINATED.

                              FEDERAL COMMUNICATIONS COMMISSION


                              
                              Frank G. Lamancusa
                              Deputy Chief, Market Disputes Resolution Division
Enforcement Bureau