Filed by: McLeodUSA Incorporated

                           Pursuant to Rule 425 under the Securities Act of 1933
 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934

                                  Subject Company:  CapRock Communications Corp.
                                                 Commission File No.:  000-24581


[The following is the text from a press release dated November 3, 2000 which
reported the progress of the CapRock merger.]


[McLeodUSA logo]                    [MCLD: A Nasdaq-100
                                    Company logo]


McLeodUSA Incorporated
McLeodUSA Technology Park
6400 C Street SW, PO Box 3177
Cedar Rapids, IA 52406-3177
Investor Contact:  Bryce E. Nemitz
Press Contact:  Bruce A. Tiemann
mcleodusa_ir@mcleodusa.com
Phone:  (319) 790-7800
FAX:    (319) 790-7767

FOR IMMEDIATE RELEASE

                    McLeodUSA Merger with CapRock on Track

Cedar Rapids, Iowa - November 3, 2000 - McLeodUSA Incorporated (Nasdaq: MCLD),
one of the nation's top telecommunications companies, today announced that its
planned merger with CapRock Communications of Dallas, Texas is on track.
McLeodUSA reported that it has secured antitrust clearance, as well as
bondholder consent, and the SEC has declared the registration effective.  A
proxy statement and prospectus has been mailed to CapRock shareholders.

McLeodUSA President and COO Steve Gray commented, "We are proceeding full speed
ahead toward closing this transaction.  The CapRock quarterly results released
late yesterday were entirely within our expectations, and we are comfortable
with the outlook good forward."  He added, "We look forward to meeting with our
investors and analysts in New York on Wednesday, November 8 as well as with
those who join us on our live Webcast."  The Company's Webcast will be available
at www.mcleodusa.com/aboutmcleodusa/investorrelations/webcasts.php3.
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About McLeodUSA
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McLeodUSA provides selected telecommunications services to customers nationwide.
Integrated communications including local services are currently available in
several Midwest and Rocky Mountain states; long distance and advanced data
services are available in all 50 states.  McLeodUSA is a facilities-based
telecommunications provider with 375 ATM switches, 37 voice switches, nearly
905,000 local lines, and 9,500 employees. The Company recently expanded its
marketplace for advanced data and Internet services to all 50 states through the
acquisition of Splitrock Services, Inc.  The network acquired in the Splitrock
transaction is capable of transmitting integrated next-generation data, video
and voice services, reaching 800 cities and 90 percent of the U.S. population.
In the next 12 months, McLeodUSA plans to distribute 30 million directories in
26 states, serving a population of 51 million.  McLeodUSA Incorporated is a
Nasdaq-100 company traded as MCLD.  The Company's Web site is available at
www.mcleodusa.com.
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Some of the statements contained in this press release discuss future
expectations, contain projections of results of operations or financial
condition or state other forward-looking information.  Those statements are
subject to known and unknown risks, uncertainties and other factors that could
cause the actual results to differ materially from those contemplated by the
statements.  The "forward-looking" information is based on various factors and
was derived using numerous assumptions.  In some cases, you can identify these
so-called forward-looking statements by words like "may," "will," "should,"
"expects," "plans," "anticipates," "believes," "estimates," "predicts,"
"projects," "potential," or "continue" or the negative of those words and other
comparable words.  You should be aware that those statements only reflect the
predictions of McLeodUSA.  Actual events or results may differ substantially.
Important factors that could cause actual events or results of McLeodUSA to be
materially different from the forward-looking statements include availability of
financing and regulatory approvals, the number of potential customers in a
target market, the existence of strategic alliances or relationships,
technological, regulatory or other developments in the industry, changes in the
competitive climate in which McLeodUSA operates and the emergence of future
opportunities.  These and other applicable risks are summarized under the
caption "Risk Factors" in the McLeodUSA Annual Report on Form 10-K for the
fiscal year ended December 31, 1999, which is filed with the Securities and
Exchange Commission.