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                                                       DA  97-372

                            Before the
                FEDERAL COMMUNICATIONS COMMISSION
                     Washington, D.C.  20554


In the Matter of                             )
                                        )
The Respective Applications of                    )
CSWC Southwest Holdings, Inc.                )
CSWC TeleChoice Management, Inc.             )
CSWC TeleChoice, Inc.                        )    File No. ETC-97-2
Southwest TeleChoice Management, LLC              )
CSW/ICG ChoiceCom, L.P.                      )
for a Determination of Exempt Telecommunications  )
Company Status under Section 34 of the Public Utility  )
Holding Company Act of 1935, as added by          )
Section 103 of the Telecommunications Act of 1996 )    

                              ORDER

     Adopted: February 18, 1997              Released: February 18, 1997


By the General Counsel:


     1.   On January, 15, 1997, CSWC Southwest Holdings, Inc., CSWC TeleChoice
Management, Inc., CSWC TeleChoice, Inc., Southwest TeleChoice Management, LLC, and
CSW/ICG ChoiceCom, L.P. (individually, an "Applicant" and collectively the "Applicants"),
filed a consolidated application for a Commission determination that each Applicant qualifies as
an "exempt telecommunications company" ("ETC") pursuant to section 34(a)(1) of the Public
Utility Holding Company Act of 1935 ("PUHCA"), as added by section 103 of the
Telecommunications Act of 1996.  Applicants' pleading was placed on public notice for
comment on the adequacy and accuracy of the representations contained therein on January 16,
1997, CSWC Southwest Holdings, Inc., et al., DA No. 97-110 (OGC released January 16, 1997). 
No parties filed comments.  As explained below, because each Applicant satisfies the statutory
criteria to merit a positive determination of ETC status, Applicants' consolidated application is
granted. 

     2.   Each of the Applicants represents that it is a Delaware corporation that is either a
limited-purpose subsidiary, affiliate company, or both, of CSW Communications, a Delaware
corporation and a wholly-owned ETC subsidiary of CSW, a Delaware corporation and a
registered public utility holding company under PUHCA, as amended.  Applicants further
represent that each will be engaged, directly or indirectly, through one or more "affiliates" (as
defined in PUHCA section 2(a)(11)(B)), and exclusively in the business of providing
telecommunications services, information services, other services or products subject to the
jurisdiction of the Commission, and/or products or services that are related or incidental to the
provision of such products or services within the meaning of PUHCA section 34(a)(1).

     3.   Specifically, Applicants represent that their ETC parent, CSW Communications,
is currently providing new competitive telecommunications and information service alternatives
to consumers.  Applicants represent that they now want to take this new entry one step further
and compete against incumbent providers for local telephone, long-distance and data
communications services under the ChoiceCom brand name through the limited partnership
Applicant, CSW/ICG ChoiceCom, L.P.  Applicants state that while only the limited partnership
itself will actually provide permissible services and products directly to the public, corporate
reasons necessitate the formation of multiple ETC entities (i.e., the other Applicants) in order to
facilitate this venture.  Applicants maintain that this structure is wholly consistent with the
Commission's ETC rulemaking proceeding, in which the Commission specifically stated that an
ETC applicant need not actually provide service to satisfy Section 34(a)(1) of PUHCA -- rather,
Section 34(a)(1) only requires that an ETC "be engaged . . . in the business of providing one or
more permitted services."

     4.   Upon review, we find that the proposed corporate structure is consistent with our
rules.  Based upon the representations contained in the parties' consolidated application,
therefore, we find that each Applicant respectively merits a positive determination that it is an
exempt telecommunications company as that term is defined in PUHCA section 34(a)(1), as
amended.  Moreover, we note that in granting these consolidated applications for a determination
of ETC status, consumers will gain the very benefits the 1996 Act intended to create -- i.e., local
phone competition.  

     5.   Accordingly, IT IS ORDERED that the consolidated application IS GRANTED. 
IT IS FURTHER ORDERED that the Securities and Exchange Commission SHALL BE
NOTIFIED of this determination.

                         FEDERAL COMMUNICATIONS COMMISSION




                         William E. Kennard
                         General Counsel