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

In the Matter of               )       File No. EB-03-IH-0707
Virgin Islands Telephone       )       Acct. No. 200432080300
Corporation d/b/a Innovative   )
Telephone, Innovative Long     )       FRN Nos. 0004-5555-95, 
Distance, Inc., and Vitelcom   )       0007-4521-54, and 0005-
Cellular, Inc. d/b/a                   0870-20
Innovative Wireless


          Adopted:  September 22, 2004            Released:  
     September 23, 2004  

By the Chief, Enforcement Bureau:

  1.      In this Order, we adopt a Consent Decree terminating an 
     investigation into possible violations by Virgin Islands 
     Telephone Corporation d/b/a Innovative Telephone, Innovative 
     Long Distance, Inc., and Vitelcom Cellular, Inc. d/b/a 
     Innovative Wireless (collectively, ``ICC Entities'') of 
     sections 52.17, 54.706, and 64.604 of the Commission's rules 
     (``Rules''), 47 C.F.R. 52.17, 54.706 and 64.604, in 
     connection with the Universal Service Fund (``USF''), 
     Telecommunications Relay Services (``TRS'') Fund, and the 
     North American Numbering Plan Administration (``NANPA'') 
     Fund contribution requirements.1

  2.      The Bureau and Innovative Communications Corporation 
     (``ICC''), the holding company of the ICC Entities, have 
     negotiated the terms of a Consent Decree that would 
     terminate the Bureau's investigation.  A copy of the Consent 
     Decree is attached hereto and incorporated by reference.

  3.      We have reviewed the terms of the Consent Decree and 
     evaluated the facts before us.  We believe that the public 
     interest would be served by approving the Consent Decree and 
     terminating the investigation.

  4.      Based on the record before us we conclude that there 
     are no substantial or material questions of fact with 
     respect to this matter as to whether ICC possesses the basic 
     qualifications, including those related to character, to 
     hold or obtain any Commission license or authorization.

  5.      Accordingly, IT IS ORDERED, pursuant to section 4(i) of 
     the Communications Act of 1934, as amended, 47 U.S.C. 
     154(i), and the authority delegated by section 0.111 and 
     0.311 of the Commission's rules, 47 C.F.R. 0.111, 0.311, 
     that the attached Consent Decree IS ADOPTED.

  6.      IT IS FURTHER ORDERED that the above captioned 
     investigation IS TERMINATED.


                    David H. Solomon
                    Chief, Enforcement Bureau


1 Letter from Hillary DeNigro, Deputy Chief, Investigations and 
Hearings Division, Enforcement Bureau, Federal Communications 
Commission, to Jeffrey J. Prosser, Chief Executive Officer, 
Innovative Communications Corporation, dated February 4, 2004.