Attachment 20170831120021-160.p

20170831120021-160.p

SUPPLEMENT

Supplement

2006-04-11

This document pretains to ITC-ASG-20060411-00305 for Assignment on a International Telecommunications filing.

IBFS_ITCASG2006041100305_1626604

701 Pennsylvania Avenue, N.W. Mmnmtz Levim Wepegtee96st00 202—434—7400 fax Angela F. Collins | 202 434 7394 | afcollins@mintz.com www.mintz.com April 11, 2006 VIA ELECTRONIC MAKL Pro Forma TC—ASG—20060411—00305 Ms. Sumita Mukhoty Broadwing Communications, LLG International Bureau Federal Cormmunications Commission 445 12th Street, SW Washington, DC20554 Re: Broadwing/Focal Internal Corporate Restructuring Dear Ms. Mukhoty: Per our conversation, this letter providesinformation regarding the internal corporate restructuring that took place between Broadwing Communications, LLC ("Broadwing") (FRN: 0008599706) and Focal Communications Corporation ("Focal") (FRN: 0003772365). Broadwing is a wholly—owned subsidiary of Broadwing Communications Corporation ("BCC"), which was formerly known as Corvis Corporation. Focal was a holding company for many operating subsidiaries that were authorized to provide local, domestic long distance, and domestic international services." With respect to international services, a wholly—owned indirect subsidiary of Focal, Focal Telecommunications Corporation ("Focal Telecormmunications") (FRN: 0010712909), was authorized to provide resold and facilities—based international services. Focal Telecommunications was a wholly—ownedsubsidiary of Focal Financial Services, Inc., which in turn was a wholly—owned direct subsidiary of Focal. More information regarding the organizational structure of Broadwing and Focal can be found in the attached organizational charts. On April 23, 2004, the Federal Communications Commission ("FCC") approved the transfer of control of the international 214 license held by Focal Telecommunications to BCC (File No. ITC—T/C—20040317—00121). After the close of that transaction, Focal, and its wholly— owned indirect subsidiary Focal Telecommunications, became wholly—owned subsidiaries of i Focal‘s domestic operating companies were: Focal Telecommunications Corporation, Focal Communications Corporation of California, Focal Communications Corporation of Connecticut, Focal Communications Corporation of Florida, Focal Communications Corporation of Georgia, Focal Communications Corporation of Illinois, Focal Communications Corporation of Massachusetts, Focal Communications Corporation of Michigan, Focal Communications Corporation of the Mid—Atlantic, Focal Communications Corporation of Minnesota, Focal Communications Corporation of New Jersey, Focal Communications Corporation of New York, Focal Communications Corporation of Ohio, Focal Communications Corporation of Pennsylvania, Focal Communications Corporation of Texas, Focal Communications Corporation of Virginia, and Focal Communications Corporation of Washington. Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. BOsTON | WASHINGTON | RESTON | NEW YORK | STAMFORD | Los ANGELES | LonNDoN

MINTZ, LEVIN, COHN, FERRIS, GLOVSKY AND POPEO, P.C. PAGE 2 BCC, with separate international 214 authorizations held by Broadwing*‘ and Focal Telecommunications. Beginning in April 2005, Broadwing undertook an internal corporate restructuring whereby the operating authority, customers, and assets of each of the Focal operating entities indicated in footnote one (1) would be transferred to Broadwing. This transaction was pro forma anddid not result in any change in the actual controlling party of the operating entities holding FCC licenses. The transaction occurred in a piecemeal fashion, with the customers and assets of each operating entity being transferred to Broadwing at varying times. All aspects of the transaction were completed by August 30, 2005."" As a result of the transaction, all of Focal‘s former operating entities now offer services under the Broadwing name, and all of the Focal operating entities listed in footnote one (1) were dissolved via corporate action. Feel free to contact me if you have any questions or need any additional information. Respectfully submitted, Angela F. Collins Counsel for Broadwing Communications, LLC Attachments + Broadwing was formerly known as CIII Communications Operations, LLC (see File No. ITC—214— 20030313—00134). ¥ Attached to this letter are the slamming notifications filed by Broadwing regarding the transfer of customers from the Focal operating entities to Broadwing.

Attachment 1 Organizational Charts

CHART 1: PRE— INTERNAL CORPORATE RESTRUCTURING (This chart reflects the relevant entities for the purpose of this transaction.) Broadwing Communications Corporation (BCC) ({/k/a Corvis Corporation) Broadwing Focal Communications Communications, LLC Corporation I Focal Financial Services, Inc. Focal Telecommunications Corporation Focal Communications Corporationof: CA, CT, DC, FL, GA, IL, MA, MI, MN, Mid—Atlantic, NJ, NY, OH, PA, TX, VA, WA

CHART 2: POST— INTERNAL CORPORATE RESTRUCTURING (This chart reflects the relevant entities for the purpose of this transaction.) Broadwing Communications Corporation (BCC) ({/k/a/ Corvis Corporation) Broadwing Communications, LLC

Attachment 2 Slamming Notifications

Boston MINTZ I_zEV_,[N Washington 701 P Pennsylvania ashi f en Avenue, NW. ashingion, D.C.. 20004 Commn FERRIS ;’”"; a CEIVED 202 434 7300 GLOVSKY ANnD maad REC k. e ew York =1 202 434 7400fax PopEoOpc T at= Sns Angeles APR — 5 2005 x Angela F. Collins Federal Communications Commission .. Office of Secratary afcollins@mint3.com * Direct dial 202 434 7394 April 5, 2005 By HaAND Marlene H. Dortch ANAL Secretary m t (ECopY omiGIN Federal Communications Cfommzmsa 6 445 12th Street, SW Washington, DC 20554 Re: CC Docket No. 00—257 — Focal Communications Corporation of Georgia, Focal Communications Corporation of Florida, and Broadwing Communications, LLC Notification Pursuant to 47 C.F.R. § 64.1120 Dear Secretary Dortch: Pursuant to 47 C.F.R. § 64.1120(e)(1), Focal Communications Corporation of Georgia ("Focal—GA"), Focal Communications Corporation of Florida ("Focal—FL"), and Broadwing Communications, LLC ("Broadwing") hereby notify the Commission of the pending transfer of the assets and customers of Focal—GA and Focal—FL to Broadwing. Parties to the Transaction: Focal—GAand Focai—FL currently are wholly—owned indirect subsidiaries of Broadwing, which was formerty known as Corvis Corporation. Focal— GA and Focal—FL are subsidiaries of Focal Communications Corporation, also a wholly—owned subsidiary of Broadwing. The Commission previously approved the transfer of control of Focal Communications Corporation to Broadwing." ‘The pending transaction is an internal corporate restructuring that does not result in a change of ultimate ownership or control.*" Types of Telecommunications Services Provided to Affected Subscribers: The telecommunications services being provided to subscribers in Georgia and Florida include local, long distance, and international voice and data services. Planned Date of Transfer: Subscribers in Georgia and Florida will be transferred no later than the end of May 2005. V Transfer of the domestic 214 authorizations was approved on May 2, 2004 and transfer of the international 214 authorization was approved April 23, 2004. ¥ 47 C.F.R. § 63.03(d). No. of Copies rec‘ ' [ afRoples ree __O+4 WDC 362630v1

MINTZ, LEVIN, COHN, FERRIS, GLOVSKY AND POPEO, P.C. Page 2 Certification of Compliance: Broadwing hereby certifies compliance with the requirement to provide advanced subscriber notice in accordance with 47 C.F.R. § 64.1120(e)(3), with the obligations specified in that notice, and with the other statutory and Commission requirements that apply to this streamlined process. Copy of Notice Sent to Affected Subscribers: A copy of the notice to be sent to Georgia and Florida subscribers is attached hereto. These subscribers will receive the notice on or about April 7, 2005. An original and five (5) copies of this letter are enclosed. Please date stamp the additional copy and return it to the waiting messenger. If you have any questions, please contact the undersigned. Respectfully submitted, (bagts blint Angela F. Collins Counsel for Broadwing Communications, LLC Attachments ge: John Gockley, Broadwing WDC 362630v1

Focal Communications Corporation of Georgia, Focal Communications Corporation of Florida, and Broadwing Communications, LLC Attachment 1 Verification WDC 362630v1

Focal Communications Corporation of Georgia, Focal Communications Corporation of Florida, and Broadwing Communications, LLC Verification I, John C. Gockley, Vice President and Associate General Counsel of Broadwing Communications, LLC, hereby certify under penalty of perjury that the statements in the foregoing filing are true, complete, and correct to the best of my knowledge and belief. hk g¢ _A Dated: " tA L at Z// Ufi C 4 John C. Gockley ) VP and Associate General Couhsel Broadwing Communications, LLC WDC 362630v 1

Focal Communications Corporation of Georgia, Focal Communications Corporation of Florida, and Broadwing Communications, LLC Attachment 2 Customer Notice WDC 362630v1

ras> *—» FOC&AAL cussiuassmscisnagnmnitt" _us 7 April 2, 2005 Dear Valued Customer, We are pleased to inform you of somme exciting c inges at Focal Communications. Last September, Focal Communications was acquired | Corvis Corporation (now known as Broadwing Corporation}. Broadwing Corporatic is the parent company of telecommunications services provider Broadwing C imunications, LLC. Broadwing Communications is a full—service, facilities—based provide If data, voice and video services for enterprises, carriers and government groups. Bi dwing‘s focus is providing an innovative communications solutions with unparalleled f« is and speed. So what does this mean for you? As the next logical step in the acquisition proces: "ocal is combining its operations with its sister company, Broadwing Communications. i a result, the services that you currently receive from Focal will soon be provided by roadwing. This transfer will be completed and your services and billing will be provid under the Broadwing name no later than the end of May, 2005. We are confident that this combination will ly strengthen the quality and availability of service options that you receive from Fo« today. Please be assured that Broadwing has taken measures to ensure that this cha e will occur smoothly and there will be no interruption to the services you currently rec ‘e. in fact, you should notice no change at all since your service will continue to be prc led over the same network and facilities as today. You will not be charged any fees as : asult of this transaction, and you will receive service under the Broadwing name basec n substantially the same rates, terms, and conditions under which you currently rece a service. Notice of any future changes in the rates, terms, and conditions of your se ices will be provided to you as required under applicable law. There will be no chai s with respect to any of your preferred carrier freezes. We recognize that you have the right to change providers, subject to the terms and conditions of any term agreements. We hope, however, that you choose to remain a Broadwing customer and continue to enjoy the same high—quality telecommunications services you currently receive from us. If you have questions about this notice, please call your account representative or Focal‘s customer toll—free number at 1—888—362—2522. We appreciate your business. Sincerely, Robert J. Walentynowicz Jr. Vice President Network Services WDC 352387v1

Mmmtz LEvin #" ¥n bt . . Sa Srctais Arol ennsyivania Avenge, KK N.W. [Vamgkes Washingion, D.C. 20004 COHN FERRKS fasiw Na: York 202 434 7300 ; | 202 434 7400 fax GL( JVSKY AND Fraufor d wuw.nuniy.com PoreEo rpc f g . 08 An gele® [) :)C KETFIL:COPY: C MPL Angela F. Collins afcollins@mintx.com Direct dial 202 434 7394 May 2% , 2 )0: By HAND RECEIVED Marlene |I. Dortch MAY 2 7 2005 Secretary . Federal Communications Com ni;ision . . J ederal Communications Commission 445 12th Street, SW Office of Secrt tory Washington, DC 20554 Re: CC Do cngo 0( —2:57 ; Focal Comtr imic itions Corporatio a and Wfi@,mim rmne itions, LLC Noi ifi ation, Pursuant to 4"" C.F.R. § 64.1120 Dear Secretary Dortch: Piuirsuant to 47 C.F.F.. § 64.112( (e)(1), Focal Coi an unications Corpor: tien of New York ("Focal—NY"), Focal Coramun‘ caions | Jorporatiot 0 N :sw Jersey ("Focal—NJ‘), Focal Communications Corporation of P‘enns AIvania ("Focal—I A‘ ), Focal Communications Corporation of the Mid—Atlentis (‘Foca —Mid A lantic"), F.cal Communicatio is Corporatior. of Virginia ("Focal—VA"), Focal Coraimun cations Corporaio: of Massachusetts (“I‘ocal—MA"), and Broadwing Communicatio1s, LLC ("Broad wing‘") b sreby notify the Comnission ofthe pending transfer of the assets a 1d custoners of ‘ocal—N" ", Focal—NJ, Focal—PA, Focal—Mid Atlantic, Focal—VA, and Focal— MA to FE roadwing. Parties to the Transaction: Focal—NY, Focal—NJ, Focal—PA, Focal—Mid Atlantic, Focal— VA, and Focal—MA cutrently are wholly—owned indirect subsidiaries of Broadwing, which was formerly known as Corvis Corporation. Focal—NY, Focal—NJ, Focal—PA, Focal—Mid Atlantic, Focal—VA, and Focal—MA are subsidiaries of Focal Communications Corporation, also a wholly— owned subsidiary of Broadwing. The Commissionprekusly approved the transfer of control of Focal Communications Corporation to Broadwing." The pending transaction is an mternal corporate restructuring that does not result in a change of ultimate ownership or control."‘ & Transfer of the domestic 214 authorizations was approved on May 2, 2004 and transfer of the international 214 authorization was approved April 23, 2004. * 47 C.F.R. § 63.03(d). WDC 365541vl

MINTZ, LEVIN, COHN, FERRIS, GLOVSKYAND POPEO, P.C. . Page 2 Types of TelecommunicationsServices Provided to Affected Subscribes: Tlie telecommunications services being provided to subscribers in New York, Nev: Jersey, Pennsylvania, Maryland, District of Columbia, Delaware, Virginia, and Massiachusett: include local, long distance, and international voice and data services. Planned Date of Transfer: Subscribers in New York, New Jersey, Pennsylvsni:, Maxyland District of Columbia, Delaware, Virginia, and Massachusetts will e transf st »d no later than June 30, 2005. Certification of Compliance: Broadwinghereby certifies compliance with the requirement to provide advanced subscriber notice in accordance with 47 C.F.R. § 64.1120(e)(3), with the obligations specified in that notice, and with the other statutory and Commissio1 requirements that apply to this streamlined process. Copy of Notice Sent to Affected Subscribers: A copy of the notice to be sent! to New York, New Jersey, Pennsylvania, Maryland, District of Columbia, ‘Delaware, Virginia and Massachusetts subscribers is attached hereto. The notice was sent on May 27. 2005. An original and five(5) copies of this letter are enclosed. Please date stamp the additional copy and return it to the waiting messenger. If you have any questions, pleise contact the undersigned. FRespectfully submitted, (lugle bitng Angela F. Collins Counsel for Broadwing Communication s, LLC Attachments cc: John Gockley, Broadwing WDC 365541 v1

Focal Communications and Broadwing Communications. LLC Attachment 1 Verification WDC 365541v1

Focal Communications and Broadwing Communications LLC Venification I, John C. Gockley, Vice President and Associate General Counsel of Broadwing Communications, LLC, hereby certify under penalty of perjfury that the statements in the foregoing filing are true, complete, and correct to the best of my knowledge and belief. 4i k. $Cmd JobA C. Gockley VP and Associate General Counse] Broadwing Communications, LLC UTET eP

.. Focal Communications and Broadwing Communications LLC _ Attachment : Customer Notice WDC 365541v1

5y.. «i . f May 27, 2005 Dear V;alued Custorner, We are pleased to ir fo m yc u of some exe ting : inge: a: Focal Communications. Last September, Focal C orim unic; tions was a qtirod C in is Corpor ition (noaw known as Broacdwing Corporition) Broadwing Corg or ith i: ths parent coripany of telscommunications services provider Broadwing C iur ur ications, LLC. DBroacwing Communications is ia fulk se rvi :e, fe cilities—hased| p 0 id If la a, voice and vide j services for enterprises, camriers and govamment (reurps. B dving‘s focus is previding an innovative communicatio is so utior s with ung ar allole 1 f is an d sipeed. So what does this near for y ou? As the next logica step in th s acquisiti n pr oc ss: ‘ocal is combir iny its operations with its sister company, Broa Iwing Commut ications;. ie result, the service that you currently receive from Fpcial will s3on be provide d by ‘oid virg. This transter will be completed and your senices and oilling viill be gro /d uider the Breadwing name no . later than the end of June , 20C 5. We are confiden: tha: this; combinution w ly sreigthen the qtality and availability of service opt ors hat y ou recaeiv: on "ol tc1¢gy. Please be iassiured that Broadwing has taken me asuras to ensurethat this che e vil occur sniouthly and there will be no interruption to this s ervicss you curentiy |ec e. In fact, you should notice no change at all since your service w II contirue to ke orc lecl cver the siime 1e work and facilities as today. You w II not be crarged ansfsesis ; isiIt of this transict or , and you will receive service under the BEroidwing nem :s Davec n susiantially the same rates, terms, and conditions uider whicy you curently r:o > uelvice. Notize o‘ iny future changes in the rates, terms., ind conditions of ycur s ces will be provided 0 you as required under applicable lavr. Thare will bs 10 ciai s w th respec: t> an; of your preferred carrier freezes. We recognize that you have the right to change providers, subject to the terms and conditions of any term agreements. We hope, however, that you choose to remain a Broadwing customer and continue to enjoy the same high—quality telecommunications services you currently receive from us. If you have questions about this notice, please call your account representative or Focal‘s customer toll—free number at 1—888—362—2522. We appreciate your business. Sincerely, Robert J, Walentynowicz Jr. Vice President Network Services CHIT.

Mmtz LEvin | Boston poghal 701 Pennsylvania Avenue, NW. gep pgog [cu miaii m © Washington CoHNFE &, RRK |12e I Brites ut Wd.f/)lf{ql:?[, D C. 20004 202 434 7400fax L GLOVSKY anp I ’l Stamford wiwow.mintg.com PorEO Pc | $ss 5 6 > Los Angeles Hour 2 71105 sederal Communic is Commi dAngals F. Cniiins 3 stiry e en afcollins@mintz.com Direct dial 202 434 7394 July 3( :005 By HaANDp Marlene H. Dortch od B msC‘goy OnIAlis is Secretary 4 + Federal Communications Commission 445 12th Street, SW Washington, DC 20554 Re: CC Docket No. 00—257 — Focal Commu cations Corporation and Broadwing Communications, LLC Ne ication Pursuant to 47 C.EF.R. § 64.1120 Dear Secretary Dortch: Pursuant to 47 C.F.R. § 64.1120(e)(1), Focal C¢ nunications Corporation of California {"Focal—CA"), Focal Communications Corporation of € necticut ("Focal—CT"), Focal Communications Corporation of Illinois ("Focal—IL"), 1 al Communications Corporation of Michigan ("Focal—MI"), Focal Communications Corpor on of Minnesota ("Focal—MN"), Focal Communications Corporation of Ohio ("Focal—OH"), F_— i1 Communications Corporation of Texas ("Focal—TX"), Focal Communications Corporatic of Washington ("Focal—WA"), and Broadwing Communications, LLC ("Broadwing") here notify the Commission of the pending transfer of the assets and customers of Focal—CA, Focal T, Focal—IL, Focal—MI, Focal—MN, Focal—OH, Focal—TX, and Focal—WA to Broadwing. Parties to the Transaction: Focal—CA, Focal—CT, Focal—IL, Focal—MI, Focal—MN, Focal—OH, Focal—TX, and Focal—WA currently are wholly—owned indirect subsidiaries of Broadwing, which was formerly known as Corvis Corporation. Focal—CA, Focal—CT, Focal—IL, Focal—MI, Focal—MN, Focal—OH, Focal—TX, and Focal—WA are subsidiaries of Focal Communications Corporation, also a wholly—owned subsidiary of Broadwing. The Commission previously approved the transfer of control of Focal Communications Corporation to Broadwing." The pending transaction is an 1nternal corporate restructuring that does not result in a change of ultimate ownership or control."‘ Y Transfer of the domestic 214 authorizations was approved on May 2, 2004 and transfer of the international 214 authorization was approved April 23, 2004. 4 47 C.F.R. § 63.03(d). H§ et 6: dStAL’ii! atiss reo;_OQcbQ‘..‘_M_w +A wWDC 372421 vi MTrmmmmenamnnitnstinnmmatizniiny., roneceaiintinainiiiienctnanenenaneinfinninninittnennniins

MINTZ, LEVIN, COHN, FERRIS, GLOVSKY AND POPEO, P.C. Page 2 Types of Telecommunications Services Provided to Affected Subscribers: The telecommunications services being provided to subscribers in California, Connecticut, Illinois, Indiana, Michigan, Minnesota, Ohio, Texas, and Washington include local, long distance, and international voice and data services. Planned Date of Transfer: Subscribers in California, Connecticut, Illinois, Indiana, Michigan, Minnesota, Ohio, Texas, and Washington will be transferred no later than August 30, 2005. Certification of Compliance: Broadwing hereby certifies compliance with the requirement to provide advanced subscriber notice in accordance with 47 C.F.R. § 64.1120(e)(3), with the obligations specified in that notice, and with the other statutory and Commission requirements that apply to this streamlined process. Copy of Notice Sent to Affected Subscribers: A copy of the notice to be sent to California, Connecticut, Illinois, Indiana, Michigan, Minnesota, Ohio, Texas, and Washington subscribers is attached hereto. The notice was sent to subscribers in California, HIlinois, Indiana, Michigan, Minnesota, Ohio, Texas, and Washington on July 20, 2005, and to subscribers in Connecticut on July 28, 2005. An original and five (5) copies of this letter are enclosed. Please date stamp the additional copy and return it to the waiting messenger. If you have any questions, please contact the undersigned. Respectfully submitted, /mgm/Cylm§~ 4 1. 35 C Angela F. Collins Counsel for Broadwing Communications, LLC Attachments cc: John Gockley, Broadwing wWDC 372421v1

Focal Communications and Broadwing Communications, LLC Attachment 1 Verification WDC 37242 1v1

Focal Communications and Broadwing Communications LLC Verification 1, John C. Gockley, Vice President and Associate General Counsel of Broadwing Communications, LLC, hereby certify under penalty of perjury that the statements in the foregoing filing are true, complete, and correct to the best of my knowledge and belief. Dated: f * 09 e A2 P Pn 4 : __*peel{ . John C. Gockley — VP and Associate General Counsel Broadwing Communications, LLC

Focal Communications and Broadwing Communications LLC Attachment 2 Customer Notice WDC 37242 1v1

July 14, 2005 Dear Valued Customer, We are pleased to inform y of some exciting changes at Focal Communications. Last September, Focal was acqu d by Corvis Corporation {now known as Broadwing Corporation). Broadwing Corpor: n is the parent company of telecommunications services provider Broadwing Com imications, LLC. Broadwing Communications is a full— service, facilities—based provider o ata, voice and video services for enterprises, carriers and government groups. Broadw |‘s focus is providing an innovative communications solutions with unparalleled focus a speed. ' So what does this mean for u? As the next step in the acqu tion process, Focal is combining its operations with its sister company, Broadwing Comi rications. As a result, the services that you currently receive from Focal will soon be pr ided by Broadwing. This transfer will be finished and your services and billing will be pr ded under the Broadwing name no laterthan the end of August, 2005. We are confident that this c abination will strengthen the quality and availability of service options that you receive frc Focal today. Please be assured that Broadwing has taken measures to ensure that t ; change will occur smoothly and there will be no interruption to the services you cul ntly receive. You should notice no change at all since your service will continue to be pro led over the same network and facilities as today. You will not be charged any fees as a sult of this merger, and you will receive service under the Broadwing name based on su tantially the samerates, terms, and conditions under which you currently receive servic Notice of any future changes in the rates, terms, and conditions of your services will be wvided to you as required under applicable law. There will be no changes with respect to : y of your preferredcarrier freezes. We recognize that you have 1e right to change providers, subject to the terms and conditions of any term agreemen We hope, however, that you choose to remain a Broadwing customer and continue to enjoy the same high—quality telecormmunications services you currently receive from us. If you have questions about this notice, please call your account representative or Focal‘s customer toll—free number at 1—888—362—2522. We appreciate your business. Sincerely, Robert J. Walentynowicz Jr. Vice President Network Services


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