================================================================================

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

           |X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                    FOR THE QUARTER ENDED SEPTEMBER 30, 2007
                                       or
          |_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                        FOR THE TRANSITION PERIOD FROM TO

                        Commission File Number 000-08187
                       CABELTEL INTERNATIONAL CORPORATION
             (Exact Name of Registrant as Specified in Its Charter)

                     Nevada                             75-2399477
         -------------------------------            -------------------
        (State or Other Jurisdiction of              (I.R.S. Employer
         Incorporation or Organization)             Identification No.)

                        1755 Wittington Place, Suite 340
                                  Dallas, Texas
                 ----------------------------------------------
                    (Address of principal executive offices)

                                      75234
                 ----------------------------------------------
                                   (Zip Code)

                          (972) 407-8400
              (Registrant's telephone number, including area code)
              ----------------------------------------------------



              ----------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  Registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes |X|. No |_|.

Indicate  by check mark  whether  the  Registrant  is an  accelerated  filer (as
defined in Rule 12b-2 of the Exchange Act). Yes |_|. No |X|.

Indicate by check mark whether the Registrant is a large  accelerated  filer, an
accelerated  filer or a  non-accelerated  filer.  See  definition of accelerated
filer in Rule 12b-2 of the Exchange Act (Check one):

  Large accelerated filer |_| Accelerated filer |_| Non-accelerated filer |X|

Indicate by check mark whether the  Registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes |_|. No |X|.

    APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
                              PRECEDING FIVE YEARS:

Indicate  by check mark  whether  the  Registrant  has filed all  documents  and
reports  required  to be filed by  Sections  12,  13 or 15(d) of the  Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by a court. Yes |_|. No |_|.

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
Common Stock, as of the latest practicable date.

   Common Stock, $.01 par value                            986,939
             (Class)                          (Outstanding at November 8, 2007)
================================================================================








                       CABELTEL INTERNATIONAL CORPORATION
                     Index to Quarterly Report on Form 10-Q
                         Period ended September 30, 2007


PART I:  FINANCIAL INFORMATION.................................................3


   Item 1.  Financial Statements...............................................3
      Consolidated Balance Sheets..............................................3
      Consolidated Statements of Operations....................................5
      Consolidated Statements of Cash Flow.....................................6
      Notes To Consolidated Financial Statements...............................7

   Item 2.  Management's Discussion and Analysis of Financial Condition
            and Results of Operations..........................................9

   Item 3.  Quantitative and Qualitative Disclosures About Market Risk........11

   Item 4.  Controls and Procedures...........................................12

PART II:  OTHER INFORMATION...................................................13

   Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds.......13

   Item 6.  Exhibits..........................................................13

   Signatures.................................................................15















                                       2





                          PART I: FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS


                       CabelTel International Corporation
                           Consolidated Balance Sheets
                             (amounts in thousands)

                                                           September 30,     December 31,
Assets                                                        2007              2006
                                                             ------            ------
                                                          (Unaudited)
                                                                         

Current assets
         Cash and cash equivalents                           $  108            $  324
         Notes and interest receivable - related party        1,612             1,428
         Other current assets                                    38                36
         Assets held for sale                                 6,564             7,047
                                                             ------            ------

                  Total current assets                        8,322             8,835

Property and equipment, at cost
         Land and improvements                                   20                20
         Buildings and improvements                             172               169
         Equipment and furnishings                              317               290
                                                             ------            ------
                                                                509               479

          Less accumulated depreciation                         387               364
                                                             ------            ------
                                                                122               115

Deferred tax asset                                              491               491

Other assets                                                    122               261
                                                             ------            ------

Total Assets                                                 $9,057            $9,702
                                                             ======            ======










              The accompanying notes are an integral part of these
                       Consolidated Financial Statements.




                                       3





                       CabelTel International Corporation
                     Consolidated Balance Sheets - Continued
                  (amounts in thousands, except share amounts)

                                                              September 30,     December 31,
Liabilities and Stockholders' equity                             2007              2006
                                                               --------          --------
                                                             (Unaudited)
                                                                           

Current liabilities
         Accounts payable - trade                             $    200          $    439
         Accrued expenses                                          150               124
         Liabilities held for sale                               6,564             6,642


                  Total current liabilities                      6,914             7,205

Other long-term liabilities                                        392               418
                                                              --------          --------

                  Total liabilities                              7,306             7,623

Stockholders' equity
         Preferred stock, Series B                                   1                 1
         Common stock $.01 par value; authorized,
                  100,000,000 shares; 976,954 shares at
                  September 30, 2006 and 986,939 shares at
                  September 30, 2007 issued and outstanding         10                10
         Additional paid-in capital                             55,992            55,992
         Accumulated deficit                                   (54,252)          (53,924)
                                                              --------          --------

                                                                 1,751             2,079
                                                              --------          --------

Total Liabilities and Equity                                  $  9,057          $  9,702
                                                              ========          ========













              The accompanying notes are an integral part of these
                       Consolidated Financial Statements.



                                       4





                       CabelTel International Corporation
                      Consolidated Statements of Operations
                  (Amounts in thousands, except per share data)


                                                For The Three Months            For The Nine Months
                                                 Ended September 30,            Ended September 30,
                                                 2007           2006            2007            2006
                                                -------        -------         -------         -------
                                                     (Unaudited)
                                                                                   

(Unaudited)
Revenue
   Real estate operations                       $   751            708         $ 2,233         $ 2,141
                                                -------        -------         -------         -------

Operating expenses
   Real estate operations                           294            313             924           1,001
   Lease expense                                    232            233             691             707
   Corporate general and administrative             225            202             699             765
                                                -------        -------         -------         -------
                                                    751            748           2,314           2,473
                                                -------        -------         -------         -------

   Operating loss                                  --              (40)            (81)           (332)

Other income (expense)
   Interest income                                   28             95              84             417
   Interest expense                                --              (91)           --              (486)
   Other                                             77            101             142           1,611
                                                -------        -------         -------         -------
                                                    105            105             226           1,542
                                                -------        -------         -------         -------

   Earnings from continuing operations              105             65             145           1,210
   Provision for income taxes                      --             --              --               330
                                                -------        -------         -------         -------
   Net income from continuing operations            105             65             145             880

Discontinued operations
   Loss from operations                            --             (193)           (159)           (206)
   Income (loss) from sale of assets               --             --              (314)            418
                                                -------        -------         -------         -------
   Net income (loss) on discontinued operations    --             (193)           (473)            212
                                                -------        -------         -------         -------

Net income (loss) applicable to common shares   $   105        $  (128)        $  (328)        $ 1,092
                                                =======        =======         =======         =======

Net earnings (loss) per common share -
          basic and diluted
   Continuing operations                        $  0.11        $  0.06         $  0.15         $  0.90
   Discontinued operations                         --            (0.19)          (0.48)           0.21
                                                -------        -------         -------         -------
   Net income (loss) per share                  $  0.11        $ (0.13)        $ (0.33)        $  1.11

Weighted average of common and
   equivalent shares outstanding -
   basic and diluted                                986            977             986             977








              The accompanying notes are an integral part of these
                       Consolidated Financial Statements.



                                       5




                       CabelTel International Corporation
                      Consolidated Statements of Cash Flow
                             (Amounts in thousands)

                                                                   For The Nine Months
                                                                   Ended September 30,
                                                                   2007           2006
                                                                  -------        -------
                                                                           

(Unaudited) (Unaudited)
Cash flows from operating activities
         Net earnings from continuing operations                  $   145        $   880
         Adjustments to reconcile net earnings (loss) to net
                  cash used in operating activities
              Depreciation and amortization                            42             43
              Gain from CableTEL AD break up fee -
                  related party                                      --           (1,500)
              Changes in operating assets and liabilities
                  Interest receivable                                 (84)          --
                  Other current and non-current assets                 (2)          (207)
                  Other assets                                        122             10
                  Accounts payable and other liabilities             (213)          (193)
                  Deferred tax asset                                 --              330
                  Other liabilities                                   (26)           (42)
                                                                  -------        -------
              Net cash used in operating activities                   (16)          (679)
                                                                  -------        -------

Cash flows used in investing activities
         Funding of note receivable                                  (100)        (1,377)
         Collection of note receivable                               --              306
         Purchase of equipment                                        (32)            18
                                                                  -------        -------
                  Net cash used in investing
                           activities                                (132)        (1,053)

Cash flows from discontinued operations
         Cash used in operating activities                            (46)          (469)
         Cash provided by (used for) investing activities -
                  proceeds from sale                                  (22)         1,737
                                                                  -------        -------
         Net cash provided (used in) by discontinued operations       (68)         1,268

              NET DECREASE IN CASH AND
                     CASH EQUIVALENTS                                (216)          (464)

         Cash and cash equivalents at beginning of period             324            650
                                                                  -------        -------

         Cash and cash equivalents at end of period               $   108        $   186
                                                                  =======        =======

Supplemental disclosure of cash flow information
         Notes payable dissolved under rescission                       --         7,245
         Interest payable dissolved under rescission                    --           900
         Funds due from affiliate dissolved under rescission            --         8,236
         Notes receivable funded under rescission                       --         1,500
         Loss on disposition of the Gainesville Outlet Mall          (473)            --
         Assets held for sale                                         483             --
         Liabilities held for sale                                     78             --




              The accompanying notes are an integral part of these
                       Consolidated Financial Statements.



                                       6


                       CabelTel International Corporation
                   Notes To Consolidated Financial Statements

Note A: Basis of Presentation

The  accompanying   unaudited  consolidated  financial  statements  include  the
accounts  of  CabelTel   International   Corporation   and  its   majority-owned
subsidiaries   (collectively,   "CIC"  or  the   "Company").   All   significant
intercompany  transactions  and  accounts  have been  eliminated.  Certain  2006
balances have been reclassified to conform to the 2007 presentation.

The unaudited financial statements included herein have been prepared by the
Company without audit, pursuant to the rules and regulations of the Securities
and Exchange Commission. The financial statements reflect all adjustments that
are, in the opinion of Fmanagement, necessary to fairly present such information
All such adjustments are of a normal recurring nature. Although the Company
believes that the disclosures are adequate to make the information presented not
misleading, certain information and footnote disclosures, including a
description of significant accounting policies normally included in financial
statements prepared in accordance with accounting principles generally accepted
in the United States of America, have been condensed or omitted pursuant to such
rules and regulations.

These financial  statements  should be read in conjunction with the consolidated
financial  statements and notes thereto  included in the Company's Annual Report
on Form 10-K for the fiscal year ending December 31, 2006. Operating results for
the three and six month  period  ended  September  30, 2007 are not  necessarily
indicative of the results that may be expected for any subsequent quarter or for
the fiscal year ending December 31, 2007.

Note B: Transfer of ownership of the Gainesville Outlet Mall

The Company has an agreement to transfer its ownership of the Gainesville outlet
mall and  approximately  40 acres of vacant land to an independent  third party.
The  mall,  which the  Company  acquired  in 2003,  has  incurred  both cash and
accounting losses for the past several years. The Company recorded an impairment
loss of $314,000 in the quarter  ended  March 31,  2007.  Until the  transfer is
completed,  the third party will fund any cash  shortfalls that the mall incurs.
The assets and liabilities  being  transferred have been reflected as Assets and
Liabilities Held for Sale. The Company anticipates the transfer will occur prior
to December 31, 2007.

Note C: Short-Term Note Receivable - Related Party

In 2006, the Company made an unsecured loan with a current  principal balance of
$1,377,000 to Eurenergy Resources Corporation (a company that is 20% owned by an
entity deemed to be related to CabelTel).  The loan has an annual  interest rate
of 8% per annum with principal and interest payable within 30 days after demand.
As of September 30, 2007, accrued interest was $135,000.

In September  2007, the Company made a $100,000 loan to an entity  affiliated to
the Company. This loan was repaid on October 1, 2007.




                                       7




Note D: Discontinued Operations


Effective  June 30, 2006,  the Company sold all of its  membership  interests in
Gaywood Oil & Gas,  LLC and Gaywood Oil & Gas II, LLC  (collectively  "Gaywood")
which  owned oil and gas leases in Gregg and Rusk  Counties,  Texas and on which
approximately 50 oil-producing wells were operating. These wells averaged two to
three barrels of oil per day. The sale price of $1,737,000  was received in cash
on July 5,  2006.  The  Company  recorded  a gain on the sale of  $418,000.  The
operation of Gaywood has been reflected as a discontinued operation in 2006.

The  operation  of  the  Gainesville   outlet  mall  has  been  reflected  as  a
discontinued  operation in 2007 and 2006.  (See Note B: Transfer of ownership of
the Gainesville Outlet Mall).


                                         Nine Months      Three Months       Nine Months
Discontinued Operations                    Ended             Ended             Ended
                                        September 30,     September 30,     September 30,
                                            2007              2006              2006
                                          -------           -------           -------
                                                                     

Revenue                                   $   542           $   383           $ 2,167

Operating Expenses                            663               481             2,071
                                          -------           -------           -------
Operating loss                               (121)              (98)               96

Income (Expense)
Interest expense                              (78)             (109)             (339)
Other income                                   40                14                37
                                          -------           -------           -------
Loss from continuing operations              (159)             (193)             (206)

Gain (loss) on sale of assets                (314)             --                 418
                                          -------           -------           -------

Net loss on discontinued operations       $  (473)          $  (193)          $   212
                                          =======           =======           =======




Note E: Contingencies

The Company is involved in various  lawsuits  arising in the ordinary  course of
business.  Management is of the opinion that the outcome of these  lawsuits will
have no  material  impact  on the  Company's  financial  condition,  results  of
operations or liquidity.




                                       8


ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS


Critical Accounting Policies and Estimates

The Company's  discussion and analysis of its financial condition and results of
operations are based upon the Company's Consolidated Financial Statements, which
have been prepared in accordance with accounting  principles  generally accepted
in the United States of America.  Certain of the Company's  accounting  policies
require the application of judgment in selecting the appropriate assumptions for
calculating financial estimates. By their nature, these judgments are subject to
an inherent degree of uncertainty.  These judgments and estimates are based upon
the Company's historical  experience,  current trends and information  available
from other sources that are believed to be reasonable  under the  circumstances,
the  results  of which form the basis for making  judgments  about the  carrying
value of  assets  and  liabilities  that are not  readily  apparent  from  other
sources.  Actual  results  may  differ  from  these  estimates  under  different
assumptions or conditions.

The  Company  believes  the  following  critical  accounting  policies  are more
significant  to the  judgments  and  estimates  used in the  preparation  of its
consolidated  financial statements.  Revisions in such estimates are recorded in
the period in which the facts that give rise to the revisions become known.

The Company's allowance for doubtful accounts receivable and notes receivable is
based on an  analysis  of the risk of loss on specific  accounts.  The  analysis
places  particular  emphasis on past due  accounts.  Management  considers  such
information as the nature and age of the receivable,  the payment history of the
tenant,  customer or other  debtor and the  financial  condition  of the tenant,
customer or other debtor. Management's estimate of the required allowance, which
is  reviewed  on a quarterly  basis,  is subject to  revision  as these  factors
change.

Deferred Tax Assets

Significant  management  judgment is required in  determining  the provision for
income taxes,  deferred tax assets and liabilities  and any valuation  allowance
recorded  against net  deferred  tax assets.  The future  recoverability  of the
Company's  net deferred tax assets is dependent  upon the  generation  of future
taxable income prior to the expiration of the loss carry  forwards.  The Company
believes that it will generate  future  taxable  income to fully utilize the net
deferred tax assets.


Liquidity and Capital Resources

At September 30, 2007, the Company had current assets,  exclusive of Assets Held
for Sale, of $1.8 million and current liabilities, exclusive of Liabilities Held
for Sale, of $350,000.

Cash and cash  equivalents at September 30, 2007 were  $108,000,  as compared to
$324,000 at December 31, 2006.

Net cash used in  operating  activities  was $16,000  for the nine months  ended
September 30, 2007. During the nine-month  period,  the Company had a net income
from continuing operations of $145,000.

Net cash used in  investing  activities  was  $132,000 for the nine months ended
September 30, 2007,  consisting of a short term loan to an affiliate of $100,000
and the purchase of $32,000 of equipment at the Company's retirement community.



                                       9



No cash flows  were  provided  by or used in  financing  activities  in the nine
months ended September 30, 2007.

Net cash used in discontinued  operations was $68,000 in 2007,  which represents
the net cash  expenditures at the  Gainesville  Outlet Mall for the three months
ended March 31, 2007.

Results of Operations

The Company  reported a net profit  (loss) of $105,000  and  ($328,000)  for the
three and nine months ended  September 30, 2007,  as compared to ($128,000)  and
$1.1 million for the three and nine months ended September 30, 2006.

For the three and nine months ended  September  30, 2007,  the Company  recorded
revenues  of  $751,000  and $2.2  million  for its real  estate  operations,  as
compared  to  $708,000  and $2.1  million  for the three and nine  months  ended
September 30, 2006.  The increases in revenue  represent  rate  increases at the
Company's  retirement  community,  which is fully  occupied and  anticipated  to
remain so for the balance of 2007.

For the three and nine months ended  September 30, 2007,  real estate  operating
expenses were  $294,000 and  $924,000,  as compared to $313,000 and $1.0 million
for the three and nine months ended  September 30, 2006. The decrease was due to
an overall decrease in operating expenses.

General  and  administrative  expenses  for the  three  and  nine  months  ended
September  30, 2007 were  $225,000  and  $699,000  as  compared to $202,000  and
$765,000  for the same  periods in 2006.  2007  includes  $29,000 for prior year
income taxes. In 2006 the Company incurred  approximately $80,000 in payroll and
consulting fees not incurred in 2007. In general, there was an overall reduction
in  administrative  costs in the latter part of 2006 which has had the effect of
lowering administrative costs in 2007.

For the three and nine months  ended  September  30, 2007,  interest  income was
$28,000 and $84,000,  as compared to $95,000 and $417,000 for the three and nine
months ended  September 30, 2006.  During the first quarter of 2006, the Company
recorded  interest  income of $307,000 on loans for funds that were  advanced to
CableTEL AD for operating  expenses.  The balance of the interest income is from
current and former notes receivable held by the Company.

There was no interest  expense for the three and nine months ended September 30,
2007,  as compared to $91,000 and  $486,000  for the three and nine months ended
September  30,  2006.  During the first  quarter of 2006,  the Company  recorded
interest  expense  of  $307,000  on loans it made to  acquire  funds  which were
provided to CableTEL AD for operating expenses. The interest expense equaled the
interest income.

Other  income was  $77,000  and  $142,000  for the three and nine  months  ended
September 30, 2007, compared to $101,000 and $1.6 million for the three and nine
month  periods  ended  September  30,  2006.  The  income in 2006 was due almost
entirely to the Company's rescinding its acquisition of CableTEL AD for which it
received  and  recorded  a break up fee of $1.5  million  net of  expenses.  The
balance  of the income  represents  cash  received  from  receivables  that were
previously fully reserved.



                                       10


Forward Looking Statements

"Safe Harbor"  Statement under the Private  Securities  Litigation Reform Act of
1995:  A number of the matters and subject  areas  discussed in this filing that
are not  historical or current facts deal with potential  future  circumstances,
operations  and  prospects.  The discussion of such matters and subject areas is
qualified  by  the  inherent   risks  and   uncertainties   surrounding   future
expectations generally, and also may materially differ from the Company's actual
future  experience  involving  any one or more of such matters and subject areas
relating to interest rate fluctuations,  the ability to obtain adequate debt and
equity  financing,  demand,  pricing,  competition,   construction,   licensing,
permitting, construction delays on new developments,  contractual and licensure,
and other delays on the disposition,  transition,  or restructuring of currently
or previously owned,  leased or managed  properties in the Company's  portfolio,
and the  ability of the  Company to  continue  managing  its costs and cash flow
while maintaining high occupancy rates and market rate charges in its retirement
community.  The Company has  attempted to identify,  in context,  certain of the
factors  that it  currently  believes may cause  actual  future  experience  and
results to differ from the Company's current expectations regarding the relevant
matter of subject area. These and other risks and  uncertainties are detailed in
the Company's reports filed with the Securities and Exchange Commission ("SEC"),
including the  Company's  Annual  Reports on Form 10-K and Quarterly  Reports on
Form 10-Q.


Inflation

The Company's  principal source of revenue is rents from a retirement  community
and fees for services rendered.  The real estate operation is affected by rental
rates that are highly  dependent  upon  market  conditions  and the  competitive
environment  in the  areas  where  the  property  is  located.  Compensation  to
employees  and  maintenance  are the  principal  cost  elements  relative to the
operation  of  this  property.   Although  the  Company  has  not   historically
experienced  any adverse  effects of  inflation  on salaries or other  operating
expenses,  there can be no  assurance  that such trends  will  continue or that,
should  inflationary  pressures  arise,  the Company will be able to offset such
costs by increasing rental rates in its real estate operation.


Environmental Matters

The Company has  conducted  environmental  assessments  on most of its  existing
owned  or  leased   properties.   These   assessments   have  not  revealed  any
environmental  liability that the Company believes would have a material adverse
affect on the Company's business,  assets or results of operations.  The Company
is not aware of any such environmental  liability. The Company believes that all
of its properties  are in compliance in all material  respects with all federal,
state and local laws,  ordinances and regulations  regarding  hazardous or toxic
substances  or  petroleum  products.  The Company  has not been  notified by any
governmental   authority   and  is  not   otherwise   aware   of  any   material
non-compliance,  liability or claim relating to hazardous or toxic substances or
petroleum products in connection with any of its communities.


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


Interest Rate Risk

Nearly  all of the  Company's  debt is  financed  at fixed  rates  of  interest.
Therefore,  the Company has  minimal  risk from  exposure to changes in interest
rates.



                                       11



ITEM 4. CONTROLS AND PROCEDURES

As  required  by Rule  13(a)-15(b),  the  Company's  management,  including  the
principal  executive officer,  chief financial officer and principal  accounting
officer,  conducted an  evaluation  as of the end of the period  covered by this
Report, of the effectiveness of the Company's disclosure controls and procedures
as defined in Exchange Act Rule 13(a)-15(e). Based on that evaluation, the chief
executive  officer and the chief financial  officer concluded that the Company's
disclosure  controls and  procedures  were effective as of the end of the period
covered  by  this  Report.  As  required  by  Rule  13(a)-15(d),  the  Company's
management,  including the chief executive officer,  chief financial officer and
principal  accounting  officer,  also  conducted an  evaluation of the Company's
internal  controls  over  financial  reporting to determine  whether any changes
occurred in the third fiscal quarter that materially affected, or are reasonably
likely to materially  affect,  the  Company's  internal  control over  financial
reporting.  Based on that  evaluation,  there has been no such change during the
third fiscal quarter.

It should be noted  that any  system of  controls,  however  well  designed  and
operated,  can only  provide  reasonable  and not  absolute  assurance  that the
objectives  of the system  will be met. In  addition,  the design of any control
system is based, in part, on certain  assumptions about the likelihood of future
events.
























                                       12




                           PART II: OTHER INFORMATION

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

During  the  period  of time  covered  by this  Report,  CabelTel  International
Corporation  did not  repurchase any of its equity  securities  under any formal
repurchase  plan.  The  following  table sets forth a summary  for the  quarter,
indicating no repurchases  were made under a formal program and that, at the end
of the period covered by this Report,  no specified  number of shares may be yet
be repurchased under any program in place.

                                                                      Total Number of
                                                                          Shares
                                                                        Purchased as    Maximum Number of
                                                                          Part of        Shares that May
                                    Total Number     Average Price        Publicly      Yet be Purchased
                                     of Shares         Paid per          Announced         Under the
  Period                             Purchased          Share             Program          Program(a)
---------                         ---------------   ---------------   ---------------   ---------------
                                                                            


Balance as of June 30, 2007.....               10         $   4.45                 --                --
July 1-31, 2007.................               --               --                 --                --
August 1-31, 2007...............                4             3.42                 --                --
September 1-30, 2007 ...........               --               --                 --                --
                                  ---------------   ---------------   ---------------   ---------------
Total ..........................               14          $   4.15                --                --
                                  ===============   ===============   ===============   ===============




(a)  As a courtesy to  stockholders  of less than 100 shares and to relieve such
     stockholders of having to pay a broker's commission,  the Company, although
     not obligated to do so, has  periodically  repurchased  its common stock at
     the then most recent  closing  price of the  Company's  common stock on the
     last trading day before the stock certificate(s) is (are) actually received
     by the Company from the stockholder. The number of such shares purchased in
     any period of time has been minimal.  Four shares were purchased during the
     quarter ended September 30, 2007.


ITEM 6. EXHIBITS

The  following  exhibits  are filed  herewith or  incorporated  by  reference as
indicated below.

  Exhibit Designation            Exhibit Description

          3.1       Articles of Incorporation  of Medical Resource  Companies of
                    America  (incorporated  by 3.1  reference  to Exhibit 3.1 to
                    Registrant's  Form S-4 Registration  Statement No. 333-55968
                    dated December 21, 1992)

          3.2       Amendment  to  the  Articles  of  Incorporation  of  Medical
                    Resource Companies of America  (incorporated by reference to
                    Exhibit 3.5 to Registrant's Form 8-K dated April 1, 1993)

          3.3       Restated Articles of Incorporation of Greenbriar Corporation
                    (incorporated  by reference to Exhibit 3.1.1 to Registrant's
                    Form 10-K dated December 31, 1995)

          3.4       Amendment  to  the  Articles  of  Incorporation  of  Medical
                    Resource Companies of America  (incorporated by reference to
                    Exhibit to Registrant's PRES 14-C dated February 27, 1996)



                                       13



          3.5       Bylaws of Registrant  (incorporated  by reference to Exhibit
                    3.2 to  Registrant's  Form S-4  Registration  Statement  No.
                    333-55968 dated December 21, 1992)

          3.6       Amendment  to Section  3.1 of Bylaws of  Registrant  adopted
                    October 9, 2003  (incorporated by reference to Exhibit 3.2.1
                    to  Registrant's   Form  S-4   Registration   Statement  No.
                    333-55968 dated December 21, 1992)

          3.7       Certificate  of Decrease  in  Authorized  and Issued  Shares
                    effective  November 30, 2001  (incorporated  by reference to
                    Exhibit 2.1.7 to  Registrant's  Form 10-K dated December 31,
                    2002)

          3.8       Certificate  of  Designations,  Preferences  and  Rights  of
                    Preferred  Stock dated May 7, 1993 relating to  Registrant's
                    Series B  Preferred  Stock  (incorporated  by  reference  to
                    Exhibit  4.1.2  to   Registrant's   Form  S-3   Registration
                    Statement No. 333-64840 dated June 22, 1993)

           3.9      Certificate of Voting Powers, Designations,  Preferences and
                    Rights of Registrant's Series F Senior Convertible Preferred
                    Stock dated December 31, 1997  (incorporated by reference to
                    Exhibit  2.2.2 of  Registrant's  Form  10-KSB for the fiscal
                    year ended December 31, 1997)

           3.10     Certificate of Voting Powers, Designations,  Preferences and
                    Rights   of   Registrant's   Series  G   Senior   Non-Voting
                    Convertible   Preferred   Stock  dated   December  31,  1997
                    (incorporated  by reference to Exhibit 2.2.3 of Registrant's
                    Form 10-KSB for the fiscal year ended December 31, 1997)

          3.11      Certificate of Designations  dated October 12, 2004 as filed
                    with the  Secretary  of State of Nevada on October  13, 2004
                    (incorporated  by reference  to Exhibit 3.4 of  Registrant's
                    Current Report on Form 8-K for event  occurring  October 12,
                    2004)

           3.12     Certificate  of  Amendment  to  Articles  of   Incorporation
                    effective  February 8, 2005  (incorporated  by  reference to
                    Exhibit 3.5 of  Registrant's  Current Report on Form 8-K for
                    event occurring February 8, 2005)


         31.1*      Certification  pursuant to Rule 13a-14 and 15d-14  under the
                    Securities  Exchange Act of 1934,  as amended,  of Principal
                    Executive Officer and Chief Financial Officer

         32.1*      Certification  of  Principal  Executive  Officer  and  Chief
                    Financial Officer pursuant to 18 U.S.C. ss. 1350

*Filed herewith.




                                       14


                                   SIGNATURES
                                   ----------



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


                                            CabelTel International Corporation


Date: November 14, 2007                By:  /s/ Gene S. Bertcher
                                            ----------------------------------
                                            President and
                                            Chief Financial Officer