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

In the Matter of:               )
                                )
R&W Technologies, Inc.          )
                                )
For Modification of Call Sign WZH501)   File No. 9803A015949
to Operate on 852.3125 MHz at   )
Lake Villa, IL                  )

                  MEMORANDUM OPINION AND ORDER


   Adopted:  November 18, 1999          Released:  November 23, 1999

By the Commission:

     1.  The Commission has before it an Application for Review, filed on December 7, 1998, by ESP
Leasing Corporation (ESP). ESP seeks review of a decision by the Commercial Wireless Division
("Division") of the Wireless Telecommunications Bureau, denying ESP's Petition for Reconsideration and
affirming the grant of the above-captioned application. 

     2.  ESP presents no arguments in its Application for Review that would lead us to change the
Division's decision.  We therefore affirm the Division's decision for the reasons stated therein. 

     3.  ACCORDINGLY, IT IS ORDERED that, pursuant to Section 5(c)(5) of the Communications
Act, as amended, 47 U.S.C.  155(c)(5), and Section 1.115(g) of the Commission's rules, 47 C.F.R. 
1.115(g), the Application for Review filed by ESP on December 7, 1998 in the above-captioned proceeding
IS DENIED.


               FEDERAL COMMUNICATIONS COMMISSION



               Magalie Roman Salas
               Secretary