DOCKET NO. UT-980640        PAGE 1

BEFORE THE WASHINGTON UTILITIES AND TRANSPORTATION COMMISSION


In the Matter of the Application of  )
      ) 
ELIAS VENTURES, INC.,   ) DOCKET UT-980640
d/b/a AMERICAN FREEWAY100  )
      )
for an Order Authorizing the  )   
Registration of Applicant      ) AUTHORIZING
as a Telecommunications Company  ) REGISTRATION
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . )


  On May 4, 1998, Elias Ventures, Inc., d/b/a American Freeway100 filed an 
application for registration as a telecommunications company pursuant to RCW 
80.36.350.  Applicant proposes to offer resold direct dialed long distance, 
"one-plus", 800 services and travel card services to the public.

  Elias Ventures, Inc., d/b/a American Freeway100 is a Nevada corporation, 
headquartered in Tulsa, Oklahoma, and is owned by Elias F. Masso, Nanci Masso 
and Paul Murphy.  Rates, terms and conditions set forth in the proposed tariff, 
filed as Exhibit G of the application, are structured to be competitive with 
other telecommunications companies in relevant markets.  Exhibit G was amended 
on 
May 20, 1998.

  Elias Ventures, Inc., d/b/a American Freeway100 has provided information 
showing that it meets the requirements of RCW 80.36.350.  Applicant does not 
propose to collect advance payments or deposits from customers.

FINDINGS

  THE COMMISSION FINDS:

  1. Elias Ventures, Inc., d/b/a American Freeway100 filed an application for 
registration as a telecommunications company pursuant to the provisions of RCW 
80.36.350 and the rules and regulations of the Commission.

  2. As to form, the application filed by Elias Ventures, Inc., d/b/a American 
Freeway100 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 Elias Ventures, Inc., d/b/a American Freeway100 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.

     

  
O R D E R

  THE COMMISSION ORDERS:
  
  1. After the effective date of this order and subject to the conditions 
contained in this Order, the Commission approves the application of Elias 
Ventures, Inc., d/b/a American Freeway100 filed pursuant to RCW 80.36.350 for 
registration as a telecommunications company to provide service to the public 
in this state.

  2. The proposed tariff as filed on May 4, 1998, supplemented and amended in 
Exhibit G, attached to the application, is satisfactory.  Within 30 days from 
the effective date of this Order and prior to supplying service to the public 
as a telecommunications company, Elias Ventures, Inc., d/b/a American 
Freeway100 shall file an initial tariff with the Commission identical to the 
tariff contained in the amended Exhibit G of the application.  The tariff shall 
bear an effective date not less than 30 days subsequent to the date the initial 
tariff is received by the Commission.  Failure to file an initial tariff within 
30 days from the effective date of this Order and prior to supplying service to 
the public may result in the Commission taking action to cancel Elias Ventures, 
Inc., d/b/a American Freeway100's registration as a telecommunications company 
in the state of Washington. 

  3. Registration of Elias Ventures, Inc., d/b/a American Freeway100 as a 
telecommunications company shall not be construed as an endorsement of 
financial viability or of the investment quality of any securities it may issue.

  4. As a telecommunications company providing service to the public in this 
state, Elias Ventures, Inc., d/b/a American Freeway100 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. Elias Ventures, Inc., d/b/a American Freeway100 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         day of May, 1998.



      PAUL CURL, Acting Secretary