BEFORE THE WASHINGTON UTILITIES AND TRANSPORTATION COMMISSION


In the Matter of the Application of ) 
BLACBELL USA, INC.     )             ) DOCKET UT-970833
for an Order Authorizing the   )   
Registration of Applicant       ) AUTHORIZING
as a Telecommunications Company   ) REGISTRATION
. . . . . . . . . . . . . . . . . . . . )


  On May 19, 1997, Blacbell USA, Inc. filed an application for registration as 
a telecommunications company pursuant to RCW 80.36.350.  Applicant proposes to 
offer resold direct dialed long distance, 800 services, calling card services, 
and directory assistance to the public.

  Blacbell USA, Inc. is a California corporation, headquartered in Los Angeles, 
California, and is owned by Ronald E. Freeman and Dorothy J. Freeman.  Rates, 
terms and conditions set forth in the proposed tariff are structured to be 
competitive with other telecommunications companies in relevant markets.

  Blacbell USA, Inc. has provided information showing that it possesses 
adequate financial resources, and technical competence to provide the proposed 
services.  Applicant does not propose to collect advance payments or deposits 
from customers.

FINDINGS

  THE COMMISSION FINDS:

  1. Blacbell USA, Inc. filed an application pursuant to the provisions of RCW 
80.36.350 and the rules and regulations of the Commission for an order 
approving its application for registration as a telecommunications company.

  2. As to form, the application filed herein, as supplemented and amended, 
meets the requirements of RCW 80.36.350 and the rules and regulations of the 
Commission adopted pursuant thereto.

  3. The registration of Blacbell USA, Inc. as a telecommunications company is 
not inconsistent with the public interest.

  4. In this proceeding, the Commission in no way endorses the financial 
viability of applicant nor the investment quality of any securities it may 
issue.

        

DOCKET UT-970833                                           Page 2


O R D E R

  THE COMMISSION ORDERS:
  
  1. After the effective date of this order and subject to the conditions 
hereof, the application of Blacbell USA, Inc. filed with the Commission 
pursuant to the provisions of RCW 80.36.350 requesting an order authorizing 
registration as a telecommunications company to provide service to the public 
in this state is approved.

  2. The proposed tariff as filed on May 19, 1997, and amended in Exhibit G, 
attached to the application, is satisfactory.  Prior to supplying service to 
the public as a telecommunications company, Blacbell USA, Inc. shall file an 
initial tariff with the Commission identical to the amended Exhibit G of the 
application.  The tariff shall bear an effective date not less than 30 days 
subsequent to the date of receipt by the Commission. 

  3. Registration of Blacbell USA, Inc., as a telecommunications company shall 
not be construed as an endorsement of financial viability nor of the investment 
quality of any securities it may issue.

  4. As a telecommunications company providing service to the public in this 
state, Blacbell USA, Inc., is subject to the jurisdiction of this Commission 
under the provisions of Title 80 RCW and all rules and regulations of the 
Commission adopted pursuant thereto.

  5. Blacbell USA, Inc., shall not collect advance payments or deposits without 
first showing that it has a satisfactory arrangement to protect customer monies 
as stated in WAC 480-121-040.

  DATED at Olympia, Washington, and effective this 6th day of June, 1997.



      STEVE McLELLAN, Secretary