UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Telscape International, Inc.
(Name of Issuer)
Common Stock, $.001 par value
(Title of Class of Securities)
730905 10 6
(CUSIP Number)
Morris F. DeFeo, Jr., Esq.
Swidler & Berlin, Chartered
3000 K Street, N.W., Suite 300
Washington, D.C. 20007
(Name, address and Telephone Number of Person Authorized to Receive
Notices
and Communications)
June 24, 1998
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the
following box: [ ].
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SCHEDULE 13D
CUSIP NO. 730905 10 6
1. Name of Reporting Person
Ricardo Orea Gudino
2. Check the appropriate box if a member of a group
(a)[ ]
(b)[ ]
3. SEC Use only
4. Source of Funds
WC
5. Check Box if disclosure of legal proceedings is required pursuant to
items 2(d) or (e) [ ]
Not Applicable
6. Citizenship or place of organization
Mexico
7. Sole Voting Power
1,155,167 shares of Common Stock,
$.001 par value
Number of Shares
Beneficially 8. Shared voting power
Owned by Not Applicable
Each
Reporting 9. Sole dispositive power
Person 1,155,167 shares of Common Stock,
$.001 par value
10. Shared dispositive power
Not Applicable
11. Aggregate amount beneficially owned by each reporting person
1,155,167 shares of Common Stock, $.001 par value
12. Check box if the aggregate amount in row (11) excludes certain shares
[ ]
Not Applicable
13. Percent of class represented by amount in row (11)
14.6%
14. Type of reporting person
IN
<PAGE>
Item 1. This statement relates to the Common Stock, $.001 par value
(the
"Common Stock"), of Telscape International, Inc., a
Texas
corporation ("Telscape"), whose principal executive offices are
located at:
2700 Post Oak Blvd., Ste. 1000
Houston, TX 77056
Item 2. The person filing this statement is Ricardo Orea Gudino. His
business address is c/o Telereunion, Inc., Moras No. 430
Freeway,
Col. Del Valle, Del. Benito Juarez, 03100 Mexico, D.F. Mr.
Orea
Gudino is the Vice President of Telereunion, Inc.
("Telereunion"), a Delaware corporation, and, a subsidiary of
Telscape. Mr. Orea Gudino is the beneficial owner and
president
of Cloud International LLC ("Cloud"), a Delaware entity.
During
the last five years, Mr. Orea Gudino has not been convicted in
a
criminal proceeding nor was he a party to a civil proceeding of
a
judicial or administrative body of competent jurisdiction. Mr.
Orea Gudino is a citizen of Mexico.
Item 3. Working capital of Cloud totaling $251,850 was used to exercise
115,000 Series A Common Stock Warrants that Cloud owned
resulting
in an increase in Common Stock of Telscape of 115,000 shares on
June 24, 1998.
Item 4. Investment of working capital.
Item 5. (a) Mr. Orea, individually and through Cloud, beneficially owns
1,155,167 shares of Common Stock of Telscape or 14.6% of the
7,908,721 shares issued and outstanding on 6/25/98. The number
of shares beneficially owned does not exclude any rights of Mr.
Orea Gudino.
(b) Mr. Orea Gudino has the sole power to vote or to direct the
vote and the sole power to dispose or to direct the disposition
of all 1,155,167 shares of Common Stock of Telscape.
(c) Other than as described herein, there were no transactions
in
the Common Stock of Telscape effected during the past sixty
(60)
days by Mr. Orea.
(d) There is no other person known to have the right to receive
or the power to direct the receipt of dividends from or the
proceeds from the sale of such securities reported herein.
Item 6. There are no material contracts, understandings, or
relationships.
Item 7. There are no Exhibits.
<PAGE>
Signature
After reasonable inquiry and to the best of my knowledge and belief,
I
certify that the information set forth in this statement is true,
complete
and correct.
6/24/98 /s/ Ricardo Orea Gudino
__________________
__________________________________________________
Date Signature
Ricardo Orea Gudino
Name
