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Correspondence Letter

 1913 Deerbrook Drive

 Tyler, Texas 75703

 (903) 595-8834

 May 2, 2005

 Larry M. Spirgel

 Assistant Director

 U.S. Securities and Exchange Commission

 450 Fifth Street, N.W.

 Washington, D.C. 20549

 Dear Mr. Spirgel:

 We have reviewed your letter dated April 8, 2005 and respectfully submit the following responses to your comments.

 Teletouch Communications, Inc. (the “Company” or “Teletouch”) recognizes
that it is responsible for the adequacy and accuracy of the disclosure in the filings and that any United States Securities and Exchange Commission (the “Commission”) staff comments or changes to disclosure in response to staff comments do
not foreclose the Commission from taking any action against the Company with respect to the filings. Further, the Company acknowledges that it 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.

 Form 10-K for
the year ended May 31, 2004

 Reports of Registered Public
Accounting Firms, page F-2

 SEC Comment:

 1. We considered your response to comment 2. In light of the changes
proposed in your response to comments 4 and 6 we believe that the revised opinion of BDO Seidman should be filed and accompanied by your restated financial statements.

 Company Response:

 We will amend our Form 10-K for the year ended May 31, 2004 as soon as possible upon the clearing of the staff’s comments. Our amended filing will include the
corrected opinion from BDO Seidman and our restated financial statements for the year ended May 31, 2003 including the appropriate footnote disclosure. The extraordinary gain referred to in comment 6 from our prior response will be reclassified on
our income statement for the year ended May 31, 2004.

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May 2, 2005

 Consolidated Statements of
Operations, page F-6

 SEC Comment:

 2. We note your response to comment 4; however it is unclear to us how you accounted for
this preferred stock transaction. Please provide us with the journal entries that you recorded in both fiscal year 2002 and fiscal year 2003 to account for the redemption of the Junior Debt, common stock, warrants, and preferred stock and the
subsequent issuance of the Series C preferred stock and common stock purchase warrants. Clarify whether you gave accounting effect to the consideration exchanged between GM Holdings and TLL Partners referred to in the fifth and sixth paragraphs of
your response. In addition, tell us what adjustments you will make to remove the $36.3 million gain from the face of the income statement.

 Company Response:

 The journal entries to account for the redemption of the Junior Debt, common stock, warrants, and preferred stock and the subsequent issuance of the Series C preferred
stock and common stock purchase warrants in fiscal 2002 and 2003 are provided as Exhibit 1.1 (fiscal 2002 entries) and Exhibit 1.2 (fiscal 2003 entries) attached.

 Concerning whether we gave accounting effect to the consideration exchanged between GM Holdings and TLL Partners, you will note from the
attached journal entries that we did recognize the consideration exchanged between GM Holdings and TLL Partners, as well as that paid by TLL Partners to CIVC, as a capital contribution to the Company by TLL Partners and thus as reduction to the gain
recognized on the retirement of the subordinated debt (see JE#2 in Exhibit 1.1). As discussed below, we accounted for the consideration exchanged in this manner because the Company and TLL Partners had negotiated the extinguishment of the
subordinated debt that TLL Partners was to purchase from GM Holdings and CIVC prior to TLL Partners’ exercise of its options to purchase this debt, and accordingly the Company accounted for the transaction as if option agreements had been
between the Company and CIVC and GM Holdings, and the Company had directly purchased the debt from GM Holdings and CIVC, pursuant to this option, using money contributed to the Company by TLL Partners to pay the option exercise price. As illustrated
in Exhibit 1.1 and also discussed below, because the option price paid by TLL Partners to GM Holdings was for options on both the purchase of junior debt and the purchase of preferred stock and other warrants and options, the total option price was
allocated to the separate junior debt and equity restructurings on the basis of the relative carrying amount of those securities.

 Concerning what adjustment we will make to remove the $36.3 million gain from the face of the income statement, no actual additional journal entries will be required.
Although the $36.3 million gain appears in the face of the income statement and is included in the computation of EPS, the $36.3 million is not included in the fiscal 2003 net loss of $761,000 that flows to the Company’s accumulated earnings
(deficit) in shareholders’ equity. Instead, that $36.3 million is included in the entries made in fiscal 2003 to additional paid-in capital.

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May 2, 2005

 As we have previously explained, this
$36.3 million was presented on the face of the income statement and included in the computation of EPS in accordance with EITF Topic D-42 in order to represent the benefit to the common stockholders as a result of this transaction which was computed
as the difference in the carrying value of the securities retired versus the fair value of the securities issued. At the time of this transaction we were fully aware of the related party nature of the transaction but EITF D-42 did not address a
transaction of this type.

 As discussed in our response to Comment #1, we will
amend and remove the gain from the face of the income statement and revise fiscal 2003 EPS

 SEC Comment:

 3. Moreover, refer
to the second paragraph of your response to comment 4 and describe how and when TLL Partners originally acquired the option from Continental Illinois Venture Corporation (CIVC). What were the terms of this transaction? Tell us the consideration
exchanged. Did Teletouch reflect this original transaction on its books? If so, how?

 Company Response:

 TLL Partners executed an Option and
Securities Purchase Agreement (the “CIVC Option”) with CIVC Partners I and Continental Illinois Venture Corporation (together “CIVC”) on August 24, 2001 which gave TLL Partners the option to acquire all of the Teletouch
securities and subordinated debt held by CIVC. The securities held by CIVC are listed in Exhibit 2 attached. The CIVC Option was negotiated for TLL Partners by Robert M. McMurrey, Chairman of Teletouch and President of TLL Partners. The CIVC Option
gave TLL Partners the right to exercise any time up to May 24, 2002. The total option price was $800,000 of which $100,000 was paid upon the grant of the option with the remainder due upon the exercise of the option.

 This option agreement was executed on the same day, immediately after the senior debt of the
Company was restructured with Chase. The sequence of closing events was specifically structured legally to minimize the tax implications of the debt forgiveness, while ensuring the change in control for tax purposes triggered by the transaction
occurred subsequent to the forgiveness of debt.

 Terms of the agreement
included a stipulation that GM Holdings and TLL Partners would have no recourse to the Company if the proposal to issue the Preferred Series C and the warrants was rejected by the shareholders. Such rejection was possible since only 25% to 40% of
the shares eligible to vote were held by parties subject to a stockholders’ agreement which required voting in favor of the settlement. If the transaction was not approved, the junior debt would still have been forgiven and TLL Partners and GM
Holdings would have retained their ownership of the previously existing Preferred Series A, Preferred Series B and

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May 2, 2005

 warrants, and the Company would have
had no obligation to issue any of the Preferred Series C or warrants. In calculating and recording the gain in fiscal 2002 on the retirement of the junior debt, the Company included as a reduction of the gain the value attributable to the Preferred
Series C and warrants intended to be issued for that element of the restructuring ($1,620,000 credited to paid-in capital as “Securities to be issued upon concurring shareholder vote) since that additional amount of gain was
“contingent” on shareholder rejection of the proposal, and therefore including that $1,620,000 in the gain in fiscal 2002, before such event occurred (if it was to occur at all) would have been contrary to general rule in SFAS No. 15
against recognizing contingent gains in troubled debt restructurings.

 As
discussed in response to Comment #2 above, the Company accounted for the transaction as if option agreements had been between the Company and CIVC and GM Holdings, and the Company had directly purchased the debt from CIVC and GM Holdings, pursuant
to this option, using money contributed to the Company by TLL Partners to pay the option exercise price.

 SEC Comment:

 4. Refer to the
sixth paragraph of your response to comment 4, which indicates that you used Hoak Breedlove Wesneski & Co. (HBW) to establish the value of your Series C Preferred Stock and 6,000,000 common stock warrants. Did HBW give you an independent
valuation? If not, please explain. Tell us how HBW determined the value of these securities. Reconcile those values to the trading value of your common stock at the time of this transaction.

 Company Response:

 HBW provided the Company a Fairness Opinion dated August 7, 2002 and, in connection
therewith, provided a range of values for the securities given up by GM Holdings and TLL Partners and the Series C Preferred Stock and common stock warrants. The low end of the range assumed the Company would not be successful in generating revenue
and earnings from its new line of telemetry products, whereas the upper end of the range assumed success in this endeavor. The Company used the low end of the range for valuing the securities in the transaction because telemetry was a very new
product line with no history of success and the Company had just been required to include going-concern language in its quarterly filings prior to the restructuring partly due to its inability to achieve success in that product line. To date
Teletouch has had minimal success in telemetry.

 The low end of the HBW range
valued the securities based on a projection of the enterprise value (and the resulting per share basis) of the Company in 2005 assuming no revenue and earnings from the telemetry product line and assuming full conversion of the Series C Preferred
Stock and common stock warrants. The valuation projected a fully diluted per share value in 2005 of $0.066. This was brought to a “present value” in 2002 equal to $0.041 per share through a 17.8% discount factor, which HBW
considered to be Teletouch’s cost of equity.

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May 2, 2005

 The commitment date was November 7,
2002, which was the date of shareholder approval. At that time the price of the Company’s Common Stock was $0.33 per share. The price per share at the time of the valuation was $0.36 per share.

 The staff has asked us to “reconcile” the valuations of the Preferred Series C
stock and warrants issued in this transaction to the per share value of the Company’s common stock existing in the market at the time of the transaction. The Company’s method for valuing the securities issued did not start with the market
price of the Company’s common stock, and thus did not involve a quantified reconciliation. Rather, the Company used the valuation techniques employed by HBW because it believed at the time that the market price of the Company’s common
stock did not realistically reflect certain factors that would contribute to a lower per share market price. These factors included the lack of financial resources available to the Company, the extreme difficulty of transforming a company from a
legacy business to one which is on the cutting edge of technology, the potential dilution that could occur in August, 2003 as the result of 112,000,000 shares issuable upon the conversion of outstanding convertible preferred stock (Series A and B)
or the exercise of outstanding warrants, and the lack of liquidity resulting from the fact that the Preferred Series C and warrants to be issued would not be saleable in the market until May, 2005 (because they could not be converted or exercised
until that date).

 We acknowledge that the valuation method used is unusual in
the circumstances, but we believe that its use was appropriate in the circumstances. Additionally, we would point out that in light of the fact that the Company will reissue its financial statements and not include the gain in EPS, the impact of the
valuation methodology was immaterial because there were equal debits and credits to Paid in Capital, and any change to the valuation would have no impact on the financial statements as it would merely change the amount of offsetting debits and
credits to Paid in Capital.

 SEC Comment:

 5. Further, it appears from your response that your Series C Preferred Shares may be
converted at approximately $0.04 per common share, a price which might have been in-the-money at the commitment date given the $0.36 per share value cited in the sixth paragraph of your response to comment 4. Tell us how you applied the guidance of
EITF 98-5 to this transaction. Further, as the 6,000,000 common stock purchase warrants were issued in the same planned transaction, tell us your consideration of the guidance provided by EITF 00-27. Tell us how you determined the relative fair
value of these financial instruments. Tell us the trading price for your common shares at the commitment date and give us your calculations for EITF 98-5 and EITF 00-27.

 Company Response:

 EITF 98-5 requires particular accounting if the effective conversion price of a preferred stock is below the market price of the underlying common stock at the date or
issuance, or the terms of the preferred stock provide a below market conversion price at a later date. In

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May 2, 2005

 determining whether such a
“beneficial conversion feature” (“BCF”) exists, EITF 00-27 requires that the effective price paid for the preferred stock first be reduced by the portion of the total proceeds received that is allocable to any warrants issued
with the preferred stock.

 EITF 98-5 requires that the assessment of whether a
BCF exists be based on the “proceeds received.” In most instances, when EITF 98-5 and 00-27 are being considered, the proceeds received for the securities, on which basis the effective conversion price must be computed, equals the amount
at which the securities issued are recorded directly in stockholders’ equity. However, that is not the case in the transactions in question, as demonstrated by the fact that the Company realized gains for the difference between the carrying
amount of the securities returned to the Company and the value of the new securities issued. Therefore, in applying EITF 98-5 and 00-27, the Company took the view that the “proceeds received” for the purposes of EITF 98-5 and 00-27 should
include the gain difference, or in other words should be measured based on the carrying amount of the securities surrendered to the Company in the transaction. After calculating net proceeds in this manner and reducing the total net proceeds by the
value allocable to the warrants issued, the effective net proceeds received for the issuance of the Series C Preferred Stock is $33.7 million, and the effective conversion price, based on 44,000,000 shares issuable upon conversion, is $0.77 (Exhibit
3 attached).

 SEC Comment:

 6. We refer to your responses to comments 8 and 9. In addition to including the caption
“exclusive of depreciation and amortization shown separately below”, confirm