TLLEQ Teletouch Communications Inc (CE)

2002 Stock Option and Appreciation Rights Plan

(Full Title of the Plan)

Robert M. McMurrey

Chief Executive Officer

5718 Airport Freeway, Fort Worth, TX 76117

(800) 232-3888
(Name, address, including zip code, and telephone number, including area code, of agent for service)

Copies to:

Ralph V. De Martino, Esq.

Schiff Hardin LLP

901 K Street, NW, Suite 700

Washington, DC 20001

Telephone: (202) 724-6848

Facsimile: (202) 778-6460

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a small reporting company.

DEREGISTRATION OF SECURITIES

This Post-Effective Amendment No. 1 relates to the S-8 Registration Statement No. 333-108945 filed with the Securities and Exchange Commission on September 19, 2003, registering 10,000,000 shares of the Company’s common stock (the “Securities”) under and pursuant to 2002 Stock Option and Appreciation Rights Plan. The Company has terminated all offerings of the Securities pursuant to the Registration Statement. In accordance with the undertaking made by the Company in the Registration Statement to remove from registration, by means of a post-effective amendment, any securities which remain unsold at the termination of the offerings, the Company hereby removes from registration all of the Securities registered but unsold under the Registration Statement.