DOCKET UT-970806 Page 1
BEFORE THE WASHINGTON UTILITIES AND TRANSPORTATION COMMISSION


In the Matter of the Application  ) DOCKET UT-970806
of SPEER VIRTUAL MEDIA, LTD.,  )
for an Order Authorizing   ) AUTHORIZING
the Registration of Applicant     ) REGISTRATION
as a Telecommunications Company  ) 
. . . . . . . . . . . . . . . . . .)


  On May 19, 1997, Speer Virtual Media, Ltd., filed an application for 
registration as a telecommunications company pursuant to RCW 80.36.350.  
Applicant proposes to offer resold: switched and dedicated direct dialed long 
distance, switched and dedicated inbound 800/888, travel card, and prepaid 
calling card services to the public.

  Speer Virtual Media, Ltd., is a Nevada limited partnership, headquartered in 
Nashville, Tennessee.  The limited partnership is wholly-owned by Magnatone 
Entertainment Group, Inc., and RMS Limited Partnership.

  Speer Virtual Media, Ltd., has provided information showing that it possesses 
adequate financial resources, and technical competence to provide debit card 
long distance service. The nature of the debit card service implies Speer 
Virtual Media, Ltd., proposes to collect advance payments from customers. 
Pursuant to statutes and rules governing registration applications and advance 
payment proposals, Speer Virtual Media, Ltd., has proposed a satisfactory bond 
arrangement for protection of those advance payments.  Initially, the bond will 
be for $1,000 and will increase as customer base increases or if Speer Virtual 
Media, Ltd., reports to the Commission that its liability on outstanding 
balances exceeds the amount secured by bond.  If Speer Virtual Media, Ltd., 
ceases operations, Speer Virtual Media, Ltd., will provide the insurer and the 
Commission lists of outstanding account numbers, names, and balances within 48 
hours.

  Speer Virtual Media, Ltd., will limit the denomination size of debit cards to 
not more than $50 to residential customers.  Speer Virtual Media, Ltd., will 
give the Commission quarterly reports listing outstanding debit calling card 
account balances and current company financial information.  Current company 
financial information shall include and not be limited to, debit cards sold, 
amount of revenue from debit cards sold, depletion rate of debit cards sold, 
and total dollar amount of outstanding balances of debit cards sold.  Speer 
Virtual Media, Ltd., will adjust the amount held in bond based on this data. 
After one year's administration of the bond agreement, the reporting 
requirement may be modified to a semi-annual level if staff determines the 
company has maintained adequate levels in the bond agreement during the 
previous 12-month period.

  Speer Virtual Media, Ltd., will state an unconditional money-back guarantee 
on the debit calling card or on supplemental material that will be provided at 
the time the debit calling card is purchased with a statement warning customers 
to safeguard their cards.  If Speer Virtual Media, Ltd., goes out of business, 
it will provide refund information on the company's 800 phone number for its 
customers.  Speer Virtual Media, Ltd., will provide a free call detail report 
to customers upon request.


FINDINGS

  THE COMMISSION FINDS:

  1. Speer Virtual Media, Ltd., 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 Speer Virtual Media, Ltd., 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 
hereof, the application of Speer Virtual Media, Ltd., 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, Speer Virtual Media, Ltd., 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. Prior to the effective date of the initial tariff, Speer Virtual Media, 
Ltd., shall submit to the Commission an original bond identical to the document 
filed as amended Exhibit F.  Initially, the bond will be for $1,000 and will 
increase as customer base increases or if Speer Virtual Media, Ltd., reports to 
the Commission that its liability on outstanding balances exceeds the amount 
secured by bond.  As part of the bond arrangement and in the event the company 
ceases operations, Speer Virtual Media, Ltd., will within 48 hours provide to 
the insurer and the Commission lists of outstanding account numbers, names, and 
balances. 

  4. Speer Virtual Media, Ltd., will limit the amount of debit calling cards to 
be purchased to not more than $50 increments for residential customers.

  5. Speer Virtual Media, Ltd., will submit to the Commission quarterly 
financial data, listing the total outstanding debit calling card balance and 
current company financial information determined by the Commission.  Current 
company financial information shall include and not be limited to, debit cards 
sold, amount of revenue from debit cards sold, depletion rate of debit cards 
sold, and total dollar amount of outstanding balances of debit cards sold.  
Speer Virtual Media, Ltd., will adjust the amount held in bond based on this 
data. After completion of one year's administration of the bond account, the 
reporting requirement may be modified to a semi-annual level if staff 
determines that the company has maintained a sufficient level in the bond 
account during the previous 12-month period.

  6. Speer Virtual Media, Ltd., shall state that there is a money-back 
guarantee on the debit calling cards and provide a statement warning customers 
to safeguard their cards.

  7. In the event the company ceases operations, Speer Virtual Media, Ltd., 
will provide refund information on the company's 800 phone number for its 
customers for a minimum of six months.

  8. Speer Virtual Media, Ltd., will provide a free call detail report to 
customers upon request.  

  9. Registration of Speer Virtual Media, Ltd., 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.

  10. As a telecommunications company providing service to the public in this 
state, Speer Virtual Media, Ltd., 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, including but not limited to 
Chapter 480-120 WAC.


  DATED at Olympia, Washington, and effective this 9th day of July, 1997.



      STEVE McLELLAN, Secretary