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                            Before the
                FEDERAL COMMUNICATIONS COMMISSION
                     Washington, D.C.  20554
                                                       DA 97-914
In the Matter of               )
                               )
STAR VENDING, INC. d/b/a       )
STAR TELECOMMUNICATIONS, INC.  )
                               )
Application for authority,     )  File No. I-T-C-97-106-TC    
pursuant to Section 214 of     )
the Communications Act of      )
1934, as amended, to transfer  )
control of a company holding   )
Section 214 authorizationS.    )

                    MEMORANDUM OPINION, ORDER
                        AND AUTHORIZATION

Adopted: April 18, 1997       Released: May 1, 1997    
     
By the Chief, Telecommunications Division:

          1.   STAR Vending Inc. d/b/a STAR Telecommunications,
Inc. (STAR) and Christopher Edgecomb, its majority stockholder,
pursuant to Section 214 of the Communications Act of 1934, as
amended, submitted the above-captioned application requesting
authority to transfer control of STAR from Mr. Edgecomb to
multiple individual stockholders.   The application was placed on
public notice on February 28, 1997.   No comments were received.

          2.   STAR, a Nevada corporation, is authorized to
provide a variety of facilities-based and resale international
telecommunications services.  STAR has filed a Registration
Statement and Prospectus with the Securities and Exchange
Commission, proposing to make its first public offering of
6,500,000 shares of stock.  Mr. Edgecomb's ownership will be
reduced to below 50% and control will be widely distributed among
multiple stockholders.  Upon completion of the public offering,
no single entity will hold a 50% or more interest in STAR.  The
existing management and operations staff will continue to oversee
the day-to-day operations of the company, thus STAR will continue
to provide the communications services it has provided in the
past. 
          3.   Upon consideration of the application and in view
of the foregoing, we conclude that  the proposed transfer of
control of STAR from Mr. Edgecomb to multiple stockholders will
serve the public interest, convenience and necessity.   

          4.   Accordingly, IT IS ORDERED that application File
No. I-T-C-97-106-TC IS GRANTED, and the transfer of control of 
STAR is authorized.

          5.   IT IS FURTHER ORDERED that all terms and
conditions of any Commission orders granting authority to STAR 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