Attachment Explanatory Exhibit

This document pretains to ITC-ASG-20150320-00074 for Assignment on a International Telecommunications filing.

IBFS_ITCASG2015032000074_1080922

                                                                               FCC Form 214AA
                                                                                  Attachment 1
                                                                                     Page 1 of 4


        Response to Questions 10, 11 and 13: Notification of Pro Forma Assignment
                       of International Section 214 Authorization

       Windstream Corporation (“Windstream”), pursuant to Section 63.24(f)(2) of the
Commission’s rules, hereby notifies the Commission that on February 28, 2015, it changed its
form of organization from a corporation to a limited liability company, and changed its name to
Windstream Services, LLC (“Windstream Services”).1 This conversion effectuated the
assignment of Windstream’s International Section 214 authorization (ITC-214-19980925-00658)
to Windstream Services. Because the ultimate ownership and control of the authorization did not
change as a result of this transaction, the assignment was entirely pro forma in nature.

        This transaction was undertaken in the ordinary course in order to improve the
operational efficiencies of the company, and thus acceptance of this notification will serve the
public interest, convenience and necessity. The parties therefore respectfully request that the
Commission update its records to reflect the consummation of this pro forma assignment.

Responses to Questions 10 and 11, including information responsive to Sections 63.18(a)
through (d) and (h) and Section 63.24(f)(2)(ii):

63.18(a)-(b)

Assignor:

Windstream Corporation
Attn: Cesar Caballero
4001 Rodney Parham Road
Little Rock, AR 72212
(501) 748-7000
Jurisdiction of Formation: U.S.A. (Delaware)

Assignee:

Windstream Services, LLC
Attn: Cesar Caballero
4001 Rodney Parham Road
Little Rock, AR 72212
(501) 748-7000
Jurisdiction of Formation: U.S.A. (Delaware)




       1
           47 C.F.R. § 63.24(f)(2)


                                                                             FCC Form 214AA
                                                                                Attachment 1
                                                                                   Page 2 of 4


63.18(c)

Contact Person for Assignor & Assignee:

Eric N. Einhorn
Senior Vice President of Government Affairs & Strategy
Windstream Communications
1101 17th Street, NW, Suite 802
Washington, DC 20036
(202) 223-7668
Email: eric.n.einhorn@windstream.com

With a copy to:

Kenneth D. Patrich
Brian W. Higgins
Wilkinson Barker Knauer, LLP
2300 N Street, NW, Suite 700
Washington, DC 20037-1128
202-783-4141
Email: kpatrich@wbklaw.com
       bhiggins@wbklaw.com


63.18(d)

Assignor:

         Windstream, directly and indirectly through a wholly-owned subsidiary, holds global
facilities-based and global resale authority under Section 214. See Windstream Corporation,
ITC-214-19980925-00658 and Talk America Services, LLC, ITC- ITC-214-0141022-00280.2

Assignee:

        Windstream Services did not hold any International Section 214 authorizations, directly
or indirectly, prior to this transaction.




       2
          A pro forma transfer of control is being filed concurrently herewith, under separate
cover, for the Section 214 authorization held by Talk America Services, LLC.


                                                                               FCC Form 214AA
                                                                                  Attachment 1
                                                                                     Page 3 of 4


Section 63.18(h): Answer to Question 11:

Owners of Ten Percent or Greater Equity in Assignee:

 1.    The name, principal business, address and citizenship of the Applicant are as follows:

             Name:                                Windstream Services, LLC
             Principal Business:                  Communications Services
             Address:                             4001 Rodney Parham Road
                                                  Little Rock, AR 72212
             Citizenship:                         U.S. (Delaware)

 2. The name, principal business, address, citizenship, and ownership of Windstream Holdings,
    Inc., the sole owner of Windstream Services, LLC, are as follows:

            Name:                                 Windstream Holdings, Inc.
            Principal Business:                   Holding Company
            Address:                              4001 Rodney Parham Road
                                                  Little Rock, AR 72212
            Citizenship:                          U.S. (Delaware)
            Ownership Interest in Applicant:      100% Direct Interest

        Windstream Holdings is a publicly-traded company in which no person or entity owns a
ten percent or greater interest.

Section 63.24(f)(2)(ii)

        The parties hereby certify that the assignment of authorization reported herein was pro
forma and that, together with all previous pro forma transactions, did not result in a change in the
actual controlling party.

                                         *       *       *

Section 63.21(h):

Windstream’s Wholly-Owned Subsidiaries Relying on the International Section 214 Authority
Conveyed by ITC-214-19980925-00658:

Cavalier Telephone Mid-Atlantic, L.L.C.
Cavalier Telephone, L.L.C.
Intellifiber Networks, Inc.
LDMI Telecommunications, Inc.
McLeodUSA Telecommunications Services, L.L.C.
Network Telephone Corporation
PaeTec Communications, Inc.
PaeTec Communications of Virginia, Inc.


                                          FCC Form 214AA
                                             Attachment 1
                                                Page 4 of 4


Talk America, Inc.
The Other Phone Company, Inc.
US LEC Communications LLC
US LEC of Alabama LLC
US LEC of Florida LLC
US LEC of Georgia LLC
US LEC of Maryland LLC
US LEC of North Carolina LLC
US LEC of Pennsylvania LLC
US LEC of South Carolina LLC
US LEC of Tennessee LLC
US LEC of Virginia LLC
Windstream Communications, Inc.
Windstream D&E Systems, Inc.
Windstream Iowa Communications, Inc.
Windstream KDL, Inc.
Windstream KDL-VA, Inc.
Windstream Kerrville Long Distance, LLC
Windstream Lexcom Long Distance, LLC
Windstream Norlight, Inc.
Windstream NTI, Inc.
Windstream NuVox Arkansas, Inc.
Windstream Southwest Long Distance, LP
Windstream Systems of the Midwest, Inc.



Document Created: 2015-03-20 16:54:30
Document Modified: 2015-03-20 16:54:30

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