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


In the Matter of                 )
                                )
 OPTEL TEXAS TELECOM, INC.       )    File No. EB-01-IH-0017o
                                 )    Acct. No. 200132080046
                                )    FRN 0004-3413-27
                                )

                  MEMORANDUM OPINION AND ORDER

     Adopted:  January 22, 2002         Released:   January   23, 

2002

By the Chief, Enforcement Bureau: 

1.   By this Memorandum Opinion and  Order we adopt the  attached 
Consent Decree entered into  between the Enforcement Bureau,  and 
OpTel,  Inc.  and  its  wholly-owned  subsidiary,  OpTel  (Texas) 
Telecom, Inc.  We find  that the Consent  Decree provides for  an 
appropriate resolution of the Bureau's investigation into OpTel's 
compliance with section 52.15(f) of the Commission's rules, which 
requires semi-annual reporting of number utilization and forecast 
data.1 

     2.   OpTel (Texas) Telecom,  Inc. is no  longer a  regulated 
provider of local and  long-distance telephone services,  because 
it discontinued such services during August of 2001.  The Consent 
Decree provides,  however, among  other things,  that if  in  the 
future OpTel provides local or long-distance telephone service or 
is otherwise required by the Commission's rules to report on  its 
actual or forecast number usage,  it will implement a program  to 
ensure its future  compliance with the  Act and the  Commission's 
rules and  policies.  In  addition, the  Consent Decree  provides 
that OpTel  will  make a  voluntary  contribution to  the  United 
States Treasury in the amount of $7,200.2

     3.   We have reviewed the  Consent Decree and evaluated  the 
circumstances underlying the investigation.  We believe that  the 
public interest would  be served by  adopting the Consent  Decree 
and terminating the investigatory proceeding.  

     4.   ACCORDINGLY, IT IS ORDERED  that, pursuant to  Sections 
4(i), 4(j),  and 503(b)  of the  Communications Act  of 1934,  as 
amended,3 and  Sections  0.111  and  0.311  of  the  Commission's 
rules,4 the Consent Decree attached hereto IS ADOPTED.
     5.   IT IS  FURTHER ORDERED,  That  the Notice  of  Apparent 
Liability for Forfeiture, OpTel Texas  Telecom, Inc., 16 FCC  Rcd 
8655 (EB  2001)  IS  HEREBY  CANCELLED  and  the  above-captioned 
investigatory proceeding IS TERMINATED.

     6.   IT IS FURTHER ORDERED, That  a copy of this  Memorandum 
Opinion and Order and Consent  Decree shall be sent by  certified 
mail, return receipt requested  to David Curtin, Vice  President, 
OpTel, 1111 W. Mockingbird Lane, Suite 1000, Dallas, Texas  75247 
and Joseph A.  Godles, Esq., Goldberg,  Godles, Weiner &  Wright, 
1229 Nineteenth Street, N.W., Washington, DC 20036.  
  

                         FEDERAL COMMUNICATIONS COMMISSION


                          
     
                         David H. Solomon 
                         Chief, Enforcement Bureau
           

_________________________

1  47 C.F.R. § 52.15(f).  

2  Payment may be made by mailing a check or similar instrument, 
payable to the order of the Federal Communications Commission, to 
the Forfeiture Collection Section, Finance Branch, Federal 
Communications Commission, P.O. Box 73482, Chicago, Illinois 
60673-7482.  The payment must include the FCC Registration Number 
(FRN) and the Acct. No. referenced above.

3  47 U.S.C. §§ 4(i), 4(j), 503(b).

4  47 C.F.R. §§ 0.111, 0.311