8-K

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                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C., 20549

                              ---------------------


                                    FORM 8-K

                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                             -----------------------


                             Date of Report (Date of
                   Earliest event reported): October 29, 1999
                                             ----------------

                                   OPTEL, INC.
                                   -----------
             (Exact name of registrant as specified in its charter)

         Delaware                                          95-4495524
- ---------------------------------                -------------------------------
(State or other jurisdiction                     (I.R.S. Employer Identification
of incorporation or organization)                            Number)

                                    333-24881
                            (Commission File Number)

           1111 West Mockingbird Lane, Suite 1000, Dallas, Texas 75247
           -----------------------------------------------------------
           (Address of principal executive offices)         (Zip Code)






Registrant's telephone number, including area code: (214) 634-3800


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ITEM 5.       OTHER MATERIALLY IMPORTANT EVENTS

              On October 29, 1999, the Registrant issued the press release
attached hereto as Exhibit "A" announcing Registrant's financial results for the
quarter and twelve months ended August 31, 1999.



ITEM 7.       EXHIBITS

              Press Release, dated October 29, 1999.


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                                    SIGNATURE

              Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.

Date:         October 29, 1999

                               OpTel, Inc.
                               -----------
                               (Registrant)


                               By :    /s/ SCOTT V. WILLIAMS
                                   --------------------------------------------
                                   Name:   Scott V. Williams
                                   Title:  Vice President and General Counsel


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                                  EXHIBIT INDEX




EXHIBIT
NUMBER                    DESCRIPTION
- -------                   -----------

                      
99                        Press Release, dated October 29, 1999

EX-99

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                                                                      EXHIBIT 99
                                                                      OpTel, Inc
                                  [OPTEL LOGO]


                  OPTEL, INC REPORTS RESULTS FOR FOURTH QUARTER
                     AND TWELVE MONTHS FOR FISCAL YEAR 1999



DALLAS, October 29, 1999 - OpTel, Inc ("OpTel") today announced its unaudited
financial results for the fourth quarter and the twelve months of the fiscal
year ended August 31, 1999 ("fiscal 1999"). Net loss attributable to common
equity for the quarter amounted to $30.7 million versus $30.8 million for the
fourth quarter of 1998. Net loss attributable to common equity for twelve months
of fiscal 1999 amounted to $114.6 million versus $83.1 million in fiscal 1998.
These results are subject to potential audit adjustments.

On October 28, 1999 OpTel, and certain of its affiliates and subsidiaries, filed
for protection under Chapter 11 of the US bankruptcy laws. The filing allows the
Company to operate its businesses in the normal fashion under court protection
while it continues discussions with representatives of certain major creditors
and others on a restructuring plan.

The Company expects to have sufficient liquidity throughout the period of
reorganization to ensure payment of its obligations incurred on an ongoing
basis. The Company anticipates that it will complete its restructuring and
emerge from Chapter 11 during 2000.


OpTel is a leading network based provider of integrated communications services,
including local and long distance telephone, cable television and high speed
Internet access services in the United States. The Company currently provides
cable television and telecommunications services in a number of metropolitan
areas including Los Angeles, San Diego, San Francisco, Phoenix, Denver, Houston,
Dallas-Fort Worth, Chicago, Indianapolis, Atlanta, Miami-Ft. Lauderdale and
Orlando-Tampa. OpTel is majority owned by Le Groupe Videotron Ltee, owner of the
second largest cable television operator in Canada.

         This announcement contains "forward-looking" statements. OpTel, Inc. is
subject to risks and other uncertainties that could cause such statements to
prove incorrect. For a discussion of those risks and uncertainties, please refer
to the Company's annual report on Form 10K for fiscal year ended August 31,
1998.

                                      # # #

For further information, please contact:

Waqar Nasim
Treasurer
214-634-4029