SecProbe.io

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Mail Stop 0407

      							February 14, 2005

Via U.S. Mail and Fax
Mr. J. Kernan Crotty
Chief Financial Officer
Teletouch Communications, Inc.
1913-B Deerbrook Drive
Tyler, Texas 75703

	RE:	Teletouch Communications, Inc.
      Form 10-K for the fiscal year ended May 31, 2004
		Filed September 1, 2004

Form 10-Q for the quarters ended August 31, 2004 and November 30,
2004
		File No. 001-13436

Dear Mr. Crotty:

      We have reviewed the above referenced filings and have the
following comments.  We have limited our review to only your
financial statements and related disclosures and will make no
further
review of your documents.  As such, all persons who are
responsible
for the adequacy and accuracy of the disclosure are urged to be
certain that they have included all information required pursuant
to
the Securities Exchange Act of 1934.  Where indicated, we think
you
should revise your documents in response to these comments.  If
you
disagree, we will consider your explanation as to why our comment
is
inapplicable or a revision is unnecessary.  Please be as detailed
as
necessary in your explanation.  In some of our comments, we may
ask
you to provide us with supplemental information so we may better
understand your disclosure.  After reviewing this information, we
may
or may not raise additional comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

Form 10-K for the year ended May 31, 2003

Managements Discussion and Analysis, page 13

1. In future filings, expand the last paragraph of 16, and
elsewhere
as needed, to discuss material changes from year to year in each
line
item to the extent necessary for an understanding of your
businesses
as required by Instruction 4 of Item 303(a) of Regulation S-K.
Explain and individually quantify the material factors underlying
each material line item change as required by Financial Reporting
Codification Sections 501.04.

Reports of Registered Public Accounting Firms, page F-2

2. We note that, in the third paragraph of page F-2, the report of
BDO Seidman provides an opinion on financial statements prepared
in
conformity with the standards of the Public Company Accounting
Oversight Board (PCAOB).  The PCAOB, however, does not set US
accounting standards.  Please amend to include an auditors opinion
that clearly identifies the accounting principles and practices
reflected in the financial statements as required by Rule 2-
02(c)(1)
of Regulation S-X.

Consolidated Statements of Operations, page F-6

3. Refer to the fourth paragraph of page 3 and footnotes (6) and
(7)
of  page 11 of Form 10-K/A#1, which suggest that TLL Partners and
the
Teletouch are under the common control of Chairman Robert
McMurrey.
Does Mr. McMurrey control both of these companies?  Please explain
to
us supplementally.  See paragraph 2 of SFAS 57 and expand future
filings to include more robust disclosure of your related party
transactions.

4. Further, refer to the last paragraph of page F-13 and tell us
why
you reported a $36.4 million "gain" on preferred stock transaction
on
the face of your income statement given the related party nature
of
this transaction.  Tell us your consideration of why you did not
account for this transaction as a recapitalization or
reorganization
without positive impact on your EPS.  Explain also how you
determined
the amount of this "gain".  Give us your calculations and
reconcile
the values used for your common stock to the trading market at the
time of the exchange.  We note that your shares traded as low as
$0.11 per share in November 2002.  Please refer to all pertinent
authoritative accounting literature in your response.

5. Also, see EITF Topic D-42 and tell us why you characterized an
excess of the carrying amount of preferred stock over the fair
value
of the securities transferred as a "gain" on the face of your
income
statement given the capital nature of this transaction.  In future
filings, please re-characterize this line item and the "Income
(Loss)" caption above it to more clearly convey their nature as
net
income and a capital exchange excess.  Please refer to all
pertinent
authoritative accounting literature in your response.

6. Similarly, in future filings, reposition the extraordinary item
in
accordance with paragraph 11 of APB 30.

7. Refer to the paragraph on page F-35, which indicates that you
retained some of the paging infrastructure of Preferred Networks,
Inc. (PNI).  The disclosure in the last paragraph of page 11,
however, suggests that you applied paragraphs 44 and 45 of SFAS
141
to your purchase of PNI.  Please advise.  Tell us how you
allocated
the purchase price for PNI to the net assets that you acquired.
Explain to us how you applied SFAS 141 to this allocation and why
it
is appropriate to record an extraordinary item as a result of this
transaction.

8. Refer to page F-6 and tell us how you applied with the guidance
of
SAB Topic 11B.  Describe and analyze the "net book value of
products
sold" and "operating" expense line items.  Tell us how much of
your
depreciation and amortization expenses are charged for assets used
to
generate service, rent, maintenance and sales revenues.   In this
regard, revise future filings to provide clear and appropriate
captions for "net book value of products sold" and the subsequent
untitled margin line.

9. Further, comply with Rule 5-03(b)2 of Regulation S-X, in future
filings, and separately present: costs of service, rent, and
maintenance revenue and the costs of products sold.

Note A - Basis of Presentation

Reclassifications, page F-9

10. Refer to the paragraph bridging pages F-9 and F-10, which
indicates that you used EITF Topic D-95 to account for the common
shares underlying your Series C Preferred Shares in your
computation
of EPS.  Tell us of your consideration of the applicability of
EITF
03-06 and the two-class method for these shares in your EPS
calculation.

Note B - Summary of Significant Accounting Policies

Revenue Recognition, page F-12

11. Supplementally advise and clarify the second sentence of the
last
paragraph of page F-12.   Give us a better understanding of how
you
decide when to recognize and when to deferred revenue.  Describe
your
billing cycle.  Explain why some of your customers prepay month
fees
and why only prepaid monthly service fees paid by customers, and
not
all charges billed in advance, are deferred.

Recent Accounting Pronouncements, page F-16

12. Refer to the paragraph bridging pages F-16 and F-17, which
discusses your redeemable equity instruments.  Describe for us in
more detail the terms and conditions of these securities and tell
us
how you considered the provisions of SFAS 150.

Form 10-Q for the quarter ended November 30, 2004

13. Refer to the second paragraph of page 25, which indicates
several
paging systems now operate at a loss.  Tell us your consideration
of
whether or not related goodwill and other long-term assets are now
impaired under SFAS 142 and SFAS 144.

*    *    *    *

      As appropriate, please amend your Form 10-K and respond to
these comments within 10 business days or tell us when you will
provide us with a response.  You may wish to provide us with
marked
copies of the amendment to expedite our review.  Please furnish a
cover letter with your amendment that keys your responses to our
comments and provides any requested supplemental information.
Detailed cover letters greatly facilitate our review.  Please file
your cover letter on EDGAR.  Please understand that we may have
additional comments after reviewing your amendment and responses
to
our comments.

 	 We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that

* the company is responsible for the adequacy and accuracy of the
disclosure in the filings;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filings; and

* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filings or
in
response to our comments on your filings.

      You may contact Adam Washecka, Staff Accountant, at (202)
824-
5569 or Joseph Kempf, Senior Staff Accountant, at (202) 942-1979
if
you have questions regarding comments on the financial statements
and
related matters.  Please contact me at (202) 942-1990 with any
other
questions.

							Sincerely,

							Larry M. Spirgel
							Assistant Director

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Mr. J. Kernan Crotty
Teletouch Communications, Inc.
February 14, 2005
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