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Letter of Correspondence

             1913 Deerbrook
Drive

             Tyler, Texas 75703

             (903) 595-8834

 September 2, 2005

 Sondra Stokes, Associate Chief Accountant

 Larry M. Spirgel, Assistant Director

 Adam Washecka, Staff Accountant

 Joseph Kemph, Senior Staff Accountant

 Division of Corporation Finance

 U.S. Securities and Exchange Commission

 100 F Street, NE

 Washington, DC 20549

 Lady and Gentlemen:

 This
letter is being submitted by Teletouch Communications, Inc. (“Teletouch” or “the Company”) in response to our August 25, 2005 telephone conversation with you. During that conversation we discussed at length our letter to you
dated August 10, 2005 that addressed our proposed accounting treatment of two items related to the November, 2002 transaction in which the Company issued shares of its Series C Preferred Stock, and redeemable common stock warrants, in exchange for
outstanding shares of its Series A and Series B Preferred Stock, warrants for the purchase of shares of Series B Preferred Stock, common stock warrants and shares of its common stock (the “November 2002 Exchange Transaction”). The two
ongoing questions related the November 2002 Exchange Transaction have been (i) should the $36.3 million difference (referred to as the “gain” in this and prior letters) between the recorded fair value of the securities issued to TLL
Partners (“TLLP”) and GM Holdings (“GM”) and the carrying value of the securities returned to the Company be included in the computation of earnings per share or treated as a capital contribution and (ii) did the issuance of the
Series C Preferred Stock result in a “beneficial conversion feature” (“BCF”) that must be accounted for under EITF 98-5 and 00-27.

 In our August 25, 2005 telephone conversation, you indicated that the staff continued to believe that the guidance in EITF Topic D-42 should be followed,
and the gain from November, 2002 Exchange Transaction included in EPS, and in that regard you questioned what rational would support excluding the gain from the November, 2002 exchange transaction from the computation of EPS while leaving the gain
from the May 2002 Exchange Transaction in income (referring to footnote 1 of APB No. 26). You also indicated that the staff believed that the conversion price for the application of EITF 98-5 should be computed on the basis of the fair value at
which the issuance of the Series C Preferred Stock was recorded. Finally, with respect to comment 4C in your April 8, 2005 letter, you indicated that although there had not been a subsequent question on the method used to determine the fair value of
the Series C Preferred Stock, the staff had not yet considered that issue “closed”, and that generally the staff believes that convertible preferred stock securities should be valued using a “time and intrinsic” method that
starts with the market price of the underlying common stock. In that regard you indicated that although you recognized that in this case there was an unusually large overhang of convertible securities, in previous registrant matters involving the
valuation of equity securities for companies with large overhangs the staff had yet to be persuaded that a valuation method other than a time and intrinsic method that starts with the market price of the underlying common stock should be used.

 As a result of these discussions and our continued analysis of
the November 2002 Exchange Transaction, we have concluded that certain of our prior responses, and certain of the accounting treatments reflected in the financial statements in question, should be revised.

 In order to hopefully expedite the staff’s review of our revised
responses, and its clearance of all of the comments issued on our Form 10-K for the year ended May 31, 2004, we have included in this letter all of the comments received from the staff to date including those in your first letter dated February 14,
2005. We have also included below our current responses to each of these comments.

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September 2, 2005

 Our hope is that this will expedite your review so that we may quickly proceed to file a Form 10-K/A for
the year ended May 31, 2004 that would include financial statements that have been restated in the manner described below. This would also allow us to proceed to finalize and file our Form 10-K for the year ended May 31, 2005 which became delinquent
on August 30, 2005.

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

 Managements Discussion and Analysis, page 13

 Comment # 1:

 Original SEC Comment – 2/14/05:

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.

 Current Company Response:

 There are no changes in this response from the response submitted in our letter dated
3/15/05.

 We have reviewed section 501.04 of the Financial Reporting Releases
and understand the necessity of providing explanation by line item of any material changes. We will comply on future filings by discussing material changes by financial statement line item.

 Reports of Registered Public Accounting Firms, page F-2

 Comment # 2:

 Original SEC Comment – 2/14/05:

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.

 Follow On
SEC Comment – 4/8/05:

 2A. 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.

 Current 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, 2002 and May 31, 2003 including the appropriate footnote disclosure. The
extraordinary gain referred to in comment 6 will be reclassified on our income statement for the year ended May 31, 2004 to be included in our proposed filing of an amended Form 10-K/A for the year ended May 31, 2004..

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September 2, 2005

 Consolidated Statements of Operations, page F-6

 Comment # 3:

 Original SEC Comment – 2/14/05:

 3. Refer to the fourth paragraph of page 3 and footnotes (6) and (7) of page ii of Form 10-K/A#1, which suggests 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.

 Current Company Response:

 There are no changes in this response from the response submitted in our letter dated
3/15/05.

 Teletouch and TLL Partners are not under the common control of Robert
M. McMurrey.

 Robert M. McMurrey is the founder and the Chairman of the Board
of Teletouch. Mr. McMurrey owns directly 40,442 shares of Teletouch common stock and has vested options to acquire an additional 16,666 shares at $0.24 per share. In addition, Mr. McMurrey has indirect investments in Teletouch through TLL Partners
and Rainbow Resources, Inc. (“RRI”). RRI, which owns 1,200,000 Teletouch common shares, is a Texas corporation of which Mr. McMurrey is the sole director and shareholder. The principal business of RRI is the ownership and operation of oil
and gas properties and the ownership of Teletouch securities. The combined direct ownership of Teletouch held by Mr. McMurrey as of May 31, 2004 was 1,240,442 shares that can be voted or 27.3% of the outstanding 4,546,980 common stock of Teletouch.
Since Mr. McMurrey does not hold more than 50% of the voting ownership interest, Teletouch is not under his common control.

 TLL Partners is a Delaware limited liability company of which Robert M. McMurrey is the sole officer. TLL Partners is a wholly owned subsidiary of Progressive Concepts
Communications, Inc., a Delaware corporation (“PCCI”). The principal business of TLL Partners is to act as a holding company for PCCI’s investment in Teletouch equity securities. TLL Partners owns 1,000,000 Series C Preferred
Teletouch shares, which are convertible after May 20, 2005 into 44,000,000 common shares. The Series C Preferred shares are non-voting, except in matters that relate to changes in control or equity dilution of Teletouch. Mr. McMurrey currently owns
94.92% of the Common Stock of PCCI, although his percentage ownership may be changed through the exercise of outstanding convertible securities. Further, certain holders of PCCI subordinated debt may be said to exercise control of PCCI through
various negative financial covenants. Assuming no dilution of Mr. McMurrey’s ownership of PCCI, if he were to control the conversion of his prorated portion of the TLL Partners shares into common shares after May 20, 2005, his total
direct ownership of Teletouch would be 43,005,242 shares that could be voted or 92.9% of the then outstanding common stock of Teletouch (assuming no additional issuances of common stock).

 In future filings the Company will seek to improve the disclosures cited by the staff to clarify the relationships between TLL Partners,
PCCI, PCI and RRI, and the direct and indirect holdings of each entity.

 Comment # 4:

 Original SEC Comment –
2/14/05:

 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.

 Follow On SEC Comment – 4/8/05:

 4A. 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

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September 2, 2005

 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.

 Follow On SEC Comment – 4/8/05:

 4B. 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?

 Follow On SEC Comment – 4/8/05:

4C. 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.

 Follow On SEC Comment: - 4/8/05:

 4D. 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.

 Current Company Response:

 In our prior letter dated March 15, 2005 we provided a description of the transaction to
which we have no additional updates. Comments 4A, 4B and 4C above were responded to in our letter dated May 2, 2005 and the accounting conclusions reached in each of these prior responses, particularly related to the valuation method used to record
the issuance of the Series C Preferred Stock has been revised as discussed below under the section “Valuation of Series C Preferred”. Our prior responses to comment 4D above have been revised in light of our conclusions related to the
value to be assigned to the Series C Preferred Stock and are discussed below under the section “Beneficial Conversion Feature”.

 Gain on Preferred Stock Transaction

 In reviewing the accounting literature prior to determining the accounting treatment for the preferred stock transaction, and the resulting $36.3 million credit
difference, we were advised to review the accounting treatment outlined in EITF D-42. We reviewed Topic EITF D-42 carefully, and noted that although the transaction directly addressed was one in which the fair value of the consideration transferred
to the holders exceeded the carrying amount of the preferred stock retired (i.e., a debit difference or loss), EITF Topic D-42 also included the statement that “Likewise, an excess of the carrying amount of preferred stock over the fair value
of the consideration transferred to the holders of the preferred stock would be added to net earnings to arrive at net earnings available to common shareholders.” Accordingly, we accounted for the $36.3 million in the manner set forth in EITF
D-42.

 Although we have argued for the removal of the gain from the face of the
income statement in our prior letters, upon further review of the transaction and the literature we believe our arguments previously presented are not persuasive enough to reach the final conclusion that different accounting treatment should be
applied other than as directed under EITF Topic D-42. We propose that the gain remain on

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September 2, 2005

 the face of the income statement for the year ended May 31, 2003 and in the computation of earnings per share for the
same period. However, because of the conclusions we have reached as described under “Valuation of Series C Preferred” below, we are proposing that this gain amount be adjusted to reflect our change in the valuation of the Series C
Preferred Stock.

 Valuation of Series C Preferred

 As we have continued to examine the November 2002 Exchange Transaction we
have continued to find ourselves focusing on why that transaction should contain even the potential for the accounting recog