Federal Communications Commission
                          Washington, D.C.  20554

                                                         In Reply Refer To:   
                                                        1800E6

                             October 31, 1996

CERTIFIED MAIL, RETURN RECEIPT REQUESTED

Red Memphis F Partnership
1140 Connecticut Avenue, N.W., Suite 810
Washington, DC  20036

William M. Barnard
McFadden Evans & Sill
1627 Eye Street, N.W., Suite 810
Washington, DC  20006

          In re:    Multipoint Distribution Service Station at Memphis, TN
               Station Call Sign WHT728, F-Group

Dear Licensee and Counsel:

This letter constitutes a NOTICE OF APPARENT LIABILITY FOR A MONETARY
FORFEITURE pursuant to Section 503(b) of the Communications Act of 1934, as amended,
47 U.S.C.  503(b), under authority delegated to the Chief of the Mass Media Bureau by
Section 0.283(c)(3) of the Commission's rules, 47 C.F.R.  0.283.

With regard to the above-captioned Multipoint Distribution Service station, the Commission
has information indicating that modifications of centerline antenna height, transmit antenna
type and transmission line were made to the station without Commission authorization or
notification, and that the station failed to provide or discontinued service for an indeterminate
period of time without Commission authorization or notification.  It also appears that the
apparent instances of noncompliance have been cured and that the station is currently
operating in accordance with its Commission license.

Failure to receive required authorization prior to changing centerline antenna height and
failure to provide required notification of changes in transmit antenna type and transmission
line constitute apparent violations of 47 C.F.R.  21.41 and 21.42, respectively.  Failure to
provide service constitutes an apparent violation of 47 C.F.R.  21.303.  When service is
involuntarily discontinued, licensees are required to notify the Commission within 48 hours. 
47 C.F.R.  21.303(a).  When a licensee has not provided service to the public for 12
months after certifying completion of construction, it is required to submit its license for
cancellation.  47 C.F.R.  21.303(d).  Red Memphis F Partnership apparently failed to
comply with either of these rules and instead retained its license and provided no service
whatsoever for an indeterminate period of time.  These actions constitute willful and repeated
failures to comply with Commission regulations.

Accordingly, pursuant to 503(b) of the Communications Act of 1934, as amended, Red
Memphis F Partnership is hereby advised of its apparent liability for a forfeiture of Five
Thousand Dollars ($5,000), for its apparent violation of 47 C.F.R.  21.41, 21.42, and
21.303 between June 4, 1992, and May 17, 1996.  The amount specified was determined
after consideration of the factors set forth in Section 503(b)(2) of the Act, including "the
nature, circumstances, extent, and gravity of the violation."

In regard to this forfeiture proceeding, Red Memphis F Partnership is hereby afforded a
period of thirty (30) days from the date of this letter "to show, in writing, why a forfeiture
penalty should not be imposed or should be reduced, or to pay the forfeiture.  Any showing
as to why the forfeiture should not be imposed or should be reduced shall include a detailed
factual statement and such documentation and affidavits as may be pertinent."  47 C.F.R.
 1.80(f)(3).  Other relevant provisions of Section 1.80 of the Commission's rules are
summarized in the attachment to this letter.

                         FEDERAL COMMUNICATIONS COMMISSION




                         Roy J. Stewart
                         Chief, Mass Media Bureau


Attachments