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                            Before the
                FEDERAL COMMUNICATIONS COMMISSION
                     Washington, D.C.  20554
     DA 96-2141
  In the Matter of     )
          )
  CALL AMERICA BUSINESS )
   COMMUNICATIONS CORPORATION)
        )
 Application for authority,)  File No. I-T-C-96-566(TC)    
 pursuant to Section 214 of  )
 the Communications Act of)
1934, as amended, to transfer )
 control of an international)
   resale carrier.)

                    MEMORANDUM OPINION, ORDER
                        AND AUTHORIZATION

  Adopted: December 17, 1996Released: December 19, 1996  

By the Chief, Telecommunications Division:

      1.Call America Business Communications Corporation
(Call America), pursuant to Section 214 of the Communications Act
of 1934, as amended, submitted the above-captioned application
requesting authority to transfer control of Call America to GST
Telecommunications, Inc. (GSTTI).  Call America also requests
authority, nunc pro tunc, to acquire the 55% interest of its
original co-venturer, Scott Hindes.  The application was placed
on public notice on October 25, 1996.  No comments were received.

      2.Call America, a privately held California
corporation, is a certified international communications carrier,
authorized to provide switched resale services between the United
States and various overseas points.  GSTTI, a Canadian
corporation, has its U.S. corporate headquarters in the state of
Washington. GSTTI is the parent of GST USA, Inc., a Delaware
corporation which, in turn, wholly owns GST Telecom, a Delaware
corporation which, in turn, wholly owns GST Newco of California,
Inc. (GST sub), an entity recently incorporated specifically for
this transaction.  GSTTI's subsidiaries are already active in
telecommunications in the United States in both the manufacture
of equipment and the provision of telecommunications services.  
      3.The parties have agreed to a two-stage transaction
whereby GSTTI will first acquire Call America's outstanding
shares of capital stock by merger of GST sub into Call America. 
The surviving entity will assume the name of Call America.
Second, GSTTI will transfer the Call America stock to GST
Telecom.

      4.Call America has also requested authority, nunc
pro tunc, to acquire the 55% interest of its co-venturer, Scott
Hindes.  This transfer took place on November 15, 1989.  The
original authorization was issued to Call America and Mr. Hindes
as a joint venture a year and a half earlier. The parties state
that when Call America acquired Mr. Hindes' joint venture
interest, the transfer did not in any way inconvenience or cause
harm to the company's customers.  The parties state that the
proposed merger will strengthen the competitive position of both
companies because of the increased financial resources, and thus
greatly improve the competitive position of the surviving entity. 
The parties expect the merger to enhance the flexibility and
efficiency of the surviving entity, while making use of already
existing management and operations staff.

      5.Upon consideration of the application and in view
of the foregoing, we conclude that  the transfer of Scott Hindes'
interest in Call America to Call America and the further transfer
of control of Call America to GSTTI will serve the public
interest, convenience and necessity.   Under the circumstances
present here, we do not find that any enforcement action is
necessary regarding the previously unauthorized transfer of
control.  However, we admonish Call America, under this new
ownership, to comply with all Commission rules and regulations in
the future.

      6.Accordingly, IT IS ORDERED that the application of
Call America, File No. I-T-C-96-566(TC) IS GRANTED, and 

      a.the transfer of Scott Hindes' 55% interest in the joint
     venture to Call America is authorized, nunc pro tunc; and

      b.the transfer of control of Call America to GSTTI is
     authorized.

      7.IT IS FURTHER ORDERED that all terms and
conditions of any Commission orders granting authority to Call
America to provide common carrier services remain in effect.
      8. 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