Attachment 20161229114325-927.p

20161229114325-927.p

SUPPLEMENT

Supplement

2000-01-10

This document pretains to ITC-T/C-20000110-00024 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2000011000024_1387621

FCC - international Section 214 Application                                           Non-Streamlined   ITC-T/C-200001 10-00024
                                                                                      STRATOS MOBILE NETWORKS (USA), LLC
                                          INTERNATIONAL SECTION 214 APPLICATION
                                                        FOR OFFICIAL USE ONLY
                                                 -    IClick here for INSTRUCTIONS.J
                                                     APPLICANT INFORMATION
          Enter a description of this application to identify it on the main menu: Section 214 Application -
          Transfer of Control over Licensee Stratos Networks (USA) LLC from Aliant Inc. to BCE, Inc.
           1. Applicant
            Name:        BCE, Inc.                           Phone Number: 514-397-7000
                        BCE, Inc.                            Fax-Number:         514-397-7263
            Street:       1000 Rue de la Gauchetiere W. E-Mail:                  d.kidd@bell.ca
                        Bureau 3700
            City:       Montreal (Quebec)                    State:
            Countiy: USA                                    Zipcode:             H3B-4Y7
            Attention: David C. Kidd
           2. Contact
            Name:        Richard 1. White, Jr.                        Phone Number: 202-371-9100
            Company: Haiprin, Temple, Goodman & Maher Fax Number:                     202-371-1497
            Street:      555 12th Street, N.W.                        E-Mail:         rtwhtgm.com
                         Suite 950 North
            City:        Washington                                   State:          DC
            Countiy:     USA                                          Zipcode:        20004-
            Contact
            TitleS      Associate                                     Relationship:   Legal Counsel
           3. Place of Incorporation of Applicant Canada
           4. Other Company(ies) and Place(s) of Incorporation
           Stratos Mobile Networks (USA), LLC, State of Delaware
           1DB Mobile Communications, Inc., State of Delaware
           Aliant Inc., Canada
           MarineSat Communications Network, Inc./Marine Satellite Services, State of DE
           5. Service Type(s) (check all that apply)
           F Global or Limited Global Facilities-Based Authority (Section 63.18(e)(1))
           F Global or Limited Global Resale Authority (Section 63.1 8(e)(2))
           [ Individual Facilities-Based Service (Section 63.1 8(e)(4))
           fl Individual Switched Resale Service (Section 63.1 8(e)(4))
           U Individual Facilities-Based and Resale Service (Section 63.1 8(e)(4))
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FCC - International Section 214 Application                                               http://dettifoss.fcc.gov:8080/cgi-bin/websql/beta/ib_beta/getappn.ht
            O Switched Services over Private Lines (TSR) (Section 63.16 and/or 63.18 (eX4))
                Inmarsat and Mobile Satellite Service (Section 63.1 8(eX4))
            o   Overseas Cable Construction (Section 63.1 8(eX4))
            0 Individual Non-Interconnected Private Line Resale Service (Section 63.1 8(e)(4))
            0 Other (Section 63.1 8(eX4))
            6. Fee Classification CUT
           7. Destination Country(ies) (e.g., "Country X", "All international points", "All international points except Country X and
           Country Y" or "Countries X, Y, and Z only".) N/A
           8. Caption (description of authority requested, e.g., Application for Authority to Provide International Facilities-Based
           and Resold Services to All International Points Except Country X)
           Application for Transfer of Conrol of Stratos Mobile Networks (USA), LLC, 1DB Mobile
           Communications, Inc., MarineSat Communications Network, Inc., Marine Satellite Services, Inc.
           and Aliant, Inc. to BCE, Inc.                 ______
            9. Does the applicant request streamlined processing pursuant to 47 C.F.R. Section 63.12? If
            yes, include in Attachment I a statement of how the application qualifies for streamlined                 Yes            No
            processing.
           10. If applying for authority to provide switched services over private lines pursuant to Section 63.16, provide the
           required showing in Attachment 1.
                           Applicant certifies that its responses to questions 11 through 17 are true:
            11. If the applicant is a foreign carrier, or is affiliated (as defined in 47 C.F.R. Section 63.09(e)) with a foreign carrier,
            provide in Attachment I the information and certifications required by Section 63.18(i) through (m).
            12. Does the applicant seek authority to provide service to any destination described in
            paragraphs (1) through (4) of Section 63.18(j)? If yes, list those destinations in Attachment 1 as C Yes                  No
            a response to question 12.
           13. Does the applicant seek authority to provide service to any destinations other than those
           listed in response to question 12 where it has an affiliation with a foreign carrier? If yes, list       C Yes             No
           those destinations in Attachment 1 as a response to question 13.
            14. [Section 63.18(h)] In Attachment 2, provide the name, address, citizenship and principal business of the applicant's
           ten percent or greater direct and indirect shareholders or other equity holders, and identify any interlocking directorates.
            15. In Attachment 1, respond to paragraphs (d), (e)(4) and (g) of Section 63.18.
            16. By checking Yes, the undersigned certifies that neither applicant nor any other party to the
            application is subject to a denial of Federal benefits that includes FCC benefits pursuant to
            Section 5301 of the Anti-Drug Act of 1988, 21 U.S.C. Section 862, because of a conviction for               Yes           No
            possession or distribution of a controlled substance. See 47 CFR 1.2002 (b) for the meaning of
            "party to the application "for these purposes.
           17. By checking Yes, the applicant certifies that it has not agreed to accept special concessions
           directly or indirectly from a foreign carrier with respect to any U.S. international route where
           the foreign carrier possesses sufficient market power on the foreign end of the route to affect           --. Yes      C No
           competition adversely in the U.S. market and will not enter into such agreements in the future.
                                                               CERTIFICATION
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 FCC. International Section 214 Application                                       httpJ/dettifoss.fcc.gov:8O80/cgi-binIwebsql/betafib_betaIgetappn.ht
            18. Typed Name of Person Signing                       19. Title of Person Signing
            David C. Kidd                                          Vice President - Regulatory Law
                     WILLFUL FALSE STATEMENTS MADE ON THIS FORM ARE PUNISHABLE BY FINE AND / OR
                                                                 IMPRISONMENT
                     (U.S. Code, Title 18, Section 1001), AND/OR REVOCATION OF ANY STATION AUTHORIZATION
                       (U.S. Code, Title 47, Section 312(a)(1)), AND/OR FORFEITURE (U.S. Code, Title 47, Section 503).
            20. 1:   LIiI                                Attachment                               Attachment
                                                                  Menu
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                                      Before the
                        FEDERAL COMMUNICATIONS COMMISSION
                                 Washington, DC 20654
In the Matter of
BCE Inc., Aliant Inc., Stratos                            File No.
Mobile Networks (USA), LLC,
1DB Mobile Communications, Inc.,
MarineSat Communications
Network, Inc., and Marine Satellite
Services, Inc.
                          Section 214 Application for Transfer of Control
I.      INTRODUCTION
               Pursuant to Section 214 of the Communications Act of 1934, as amended ("Act"),
and the Commission's Rules, BCE Inc. ("BCE") hereby applies for authority to transfer control
of Stratos Mobile Networks (USA), LLC ("Stratos (USA)"), 1DB Mobile Communications, Inc.
("1DB Mobile"), MarineSat Communications Network, Inc. ("MCN"), Marine Satellite Services,
Inc. ("MSSI") (collectively Licensees), and Aliant Inc. ("Aliant") to BCE.'
              Applicant certifies by its signature to this Application that it will comply with the
Commission's dominant carrier regulations on the U.S.-Canada route.2 Additionally, Applicant
         The Section 214 Authorizations held by the Licensees are set forth in Exhibit A, attached hereto.
In addition, with respect to any additional pending applications of the Licensees, they will be amended
pursuant to Section 63.50 of the Commission's Rules once the Commission approves the transfer of
control and the transaction is consummated.
2       Rules and Policies on Foreign Participation in the US. Telecommunications Market, Report and
Order on Reconsideration, FCC 97-398 (rel. Nov. 28, 1997) at ¶ 322; 47 C.F.R. § 63.12(c)(1)(iii). Bell
Canada recently filed a petition for declaratory ruling seeking its removal from the Commission's "List
of Foreign Telecommunications Carriers that are Presumed to Possess Market Power in Foreign
Telecommunications Markets." See, Petition of Bell Canada Inc., filed November 4, 1999.


has affiliates in various countries, as identified in the attached Exhibit C. These affiliates,
however, control less than 50 percent of the international transport and local access markets in
the relevant countries and, as such, are entitled to a presumption of non-dominance.3
              As demonstrated below, the proposed transfer of control is in the public interest.
The transfer to BCE of both dejure and defacto control over the Licensees and Aliant will not
significantly affect either the Licensees' or Aliant's overall operation and management,
incentives for creating a platform for greater innovation and stronger competition in the mobile
satellite services marketplace, or ability to offer U.S. consumers both reduced prices and
increased choices.
              Part II of this Application demonstrates that grant of this Application is in the
public interest. Part Ill provides the information required by 47 C.F.R. § 63.18.
II.     GRANT OF THIS APPLICATION IS IN THE PUBLIC INTEREST
        Subject to Commission approval, the Applicant will acquire control of the Licensees and
Aliant through BCE's acquisition of an additional 11% of Aliant through a tender offer to the
Aliant shareholders. These additional shares, combined with the 4 1.6% of Aliant held by BCE's
subsidiary Bell Canada,4 will provide BCE with control over Aliant and the Licensees. The
3
        47 C.F.R. § 63.12(c)(l)(i).
         BCE, by virtue of its 80% ownership of Bell Canada (with the other 20% of Bell Canada held by
SBC), exercises control over Bell Canada and hence the 41.6% of Aliant shares that are presently held by
Bell Canada. BCE can direct Bell Canada on voting of those shares (including votes for directors). After
the acquisition of the additional shares (and after Commission approval of this Section 214 application),
BCE will own outright or control through its subsidiary over 50% of the shares of Aliant, and thus will
control the Licensees' authorizations. Bell Canada and BCE are entering into a put/call arrangement,
whereby Bell Canada may later acquire the additional shares of Aliant held by BCE. However, that
option may not be exercised unless all necessary regulatory approvals have been obtained, including
Commission approval of the transfer of control to Bell Canada and any necessary Section 271 approvals
                                                    2


Licensees are currently authorized under Section 214 to provide various international maritime
satellite services, international aeronautical satellite services, and international, land-mobile
satellite services. Previously, the Commission has found that it would be in the public interest to
have BCE in indirect control of Stratos (USA) when NewTel Enterprises Ltd. ("NewTel")
acquired control of Stratos (USA), because at that time BCE owned approximately 53% of
NewTel.5 Subsequently, as a result of the reorganization of NewTel and the other Atlantic
provinces companies into Aliant, BCE's ownership of Aliant (and hence the Licensees) fell to
41.6%.6 Pursuant to an offer to purchase shares from Aliant's shareholders, BCE will acquire an
additional 11% of the equity of Aliant, subject to receipt of the necessary regulatory approvals.
Currently, the Licensees are subsidiaries of Stratos Global Corp., which is controlled by Aliant
through an approximately 60% interest in Stratos Global Corp. BCE, in turn (through its
subsidiary Bell Canada), holds a 41.6% interest in Aliant, with the remaining Aliant stock widely
held. However, BCE intends to acquire an additional 11% of Aliant's stock, which will place
(in light of the 20% ownership of Bell Canada by SBC). Until then, BCE (and not Bell Canada) will
remain in control of Aliant and the Licensees.
        Stratos Mobile Networks (USA) LLC, 13 FCC Rcd 14040, 140402 (1998).
6       At that time, Stratos (USA), Aliant and BCE mistakenly sought approval of the transaction as a
pro forma transfer of control. Upon a more careful assessment of the facts and the Commission's
analysis of defacro control, it is clear that BCE did not have defacto control when its ownership interest
in Aliant fell to 4 1.6%. See e.g., William S. Paley, 1 FCC Rcd 1025, 1026 (1986):
        By definition, de facto control relies on facts, on events that have occurred. Unlike a de
        jure transfer of control, where the mere potential to exercise majority vote requires prior
        Commission consent and in which an abstention from any activity evidencing control or
         influence does not excuse noncompliance, a finding that a de facto transfer of control has
        occurred depends largely upon a review of the actual operation of the licensee - not upon
        the potential for some hypothetical future exercise of control.
                                                     3


BCE in control of Aliant as an owner of approximately 53% of its stock.7 Once BCE acquires
control of Aliant, BCE would also have indirect control of the Licensees via its control over the
Licensees' parent company, Stratos Global Corp., through its controlling interest in Aliant. A
diagram reflecting the previous and proposed ownership structure is attached as Exhibit B.
          So that BCE may purchase the Aliant stock prior to the Commission acting on this
application without violating the Act or the Commission's Rules, BCE may place the 11% of the
Aliant stock it is purchasing into a separate voting trust, fully insulated from BCE's control,
consistent with FCC requirements. BCE will not be able to exercise control over the Aliant
shares held in trust until such time as the Commission grants this Application and any other
necessary approvals are obtained.
        As noted above, because the Commission previously approved BCE's control of Stratos
(USA), there are no issues regarding BCE's legal, technical or financial qualifications to be a
Commission licensee.8 The transaction will produce operational and financial benefits for BCE,
Aliant and the Licensees, and will allow the Licensees to continue and to expand their provision
of innovative, competitive satellite services, thereby advancing the public interest. For the
foregoing reasons, the Applicant requests that the Commission expeditiously grant this
application and find that it is in the public interest to transfer control of Aliant and the Licensees
to BCE.
         E.g., Lockheed Martin Corporation, FCC 99-237, released September 15, 1999 at ¶ 30
("Typically, de jure control is evidenced by ownership of 50.1 percent or more of an entity's voting
interest.").
        Stratos Mobile Networks (USA) LLC, 13 FCC Rcd 14040, 140402 (1998).


III.   INFORMATION REQUIRED BY SECTION 63.18
       OF THE COMMISSION'S RULES
       The following information is provided in compliance with 47 C.F.R. § 63.18:
       a.     The name, address and telephone number of the proposed transferor is:
                     Aliant Inc.
                     do Mr. Bathe Black
                     General Counsel and Corporate Secretary
                     P.O. Box 5030, Floor 18
                     Saint John, New Brunswick
                     Canada E2L 4L4
                     (506) 694-2102
              The name, address and telephone number of the proposed transferee is:
                     BCE, Inc.
                     1000, rue de La Gauchetière Ouest
                     Bureau 3700
                     Montreal(Quebec)
                     Canada H3B 4Y7
                     (514) 397-7076
              The names, addresses and telephone numbers of the Licensees are:
                     Stratos Mobile Networks (USA), LLC
                     6903 Rockledge Drive, Suite 500
                     West Bethesda, Maryland 20817
                     (301) 214-8700
                     1DB Mobile Communications, Inc.
                     6903 Rockledge Drive, Suite 500
                     West Bethesda, Maryland 20817
                     (301) 214-8726
                     MarineSat Communications Network, Inc.
                     3300 Corporate Avenue, Suite 108
                     Weston, Florida 33331
                     (954) 217-2256


                          Marine Satellite Services, Inc.
                          6903 Rockledge Drive, Suite 500
                          West Bethesda, Maryland 20817
                          (301) 214-8700
       b.     The Licensees are all Delaware corporations, and BCE and Aliant are Canadian
corporations.
                  Correspondence concerning this Application should be directed to:
                          BCE, Inc.
                          1000, rue de La Gauchetière Ouest
                          Bureau 3700
                          Montreal(Quebec)
                          Canada H3B 4Y7
                          Attn: Martine Turcotte
with copies to:
                         Albert Haiprin
                         Richard T. White, Jr.
                         Haiprin, Temple, Goodman & Maher
                              l2 Street, N.W.
                         Suite 950 North
                         Washington, D.C. 20004
        d.        Licensees are currently authorized to provide a variety of international services.
Stratos (USA) is authorized to provide international maritime satellite services, international
aeronautical satellite services, and international land mobile satellite services. Stratos (USA)
also has a global facilities-based and resale Section 214 authorization. MSSI is authorized to
provide international basic switched and private line services to various international points on
both facilities and resale bases. 1DB Mobile is also authorized to provide various international
mobile satellite services, and MCN is authorized to provide a variety of maritime services
utilizing Inmarsat facilities. MCN also holds a global facilities-based and resale Section 214
authorization. A detailed list of the authorizations is attached as Exhibit A.


        e.      Applicant seeks authority, pursuant to 47 C.F.R. § 63.18(h)(3), to transfer control
of Licensees from Aliant to BCE.
        f.      Not Applicable.
        g.      Applicants are requesting authority to transfer control of Licensees from Aliant
to BCE. The grant of this Application will not constitute a major action as defined in
47 C.F.R. § 1.1305. Accordingly, no environmental information is required to be submitted with
this Application under 47 C.F.R. § 1.1311.
        h.      (1)     The Licensees will be affiliated with a number of Canadian and other
foreign carriers through the ownership interests of Aliant and BCE, which are Canadian holding
companies. These affiliations are listed in Exhibit C.
                (2)    Upon approval of this Application, BCE, Aliant, and the Licensees will
have the following direct and indirect 10-percent or greater shareholders:
                       (1) T-ll Aeronautical, Inc. ("T-IIA"), a Delaware Corporation and the
holder of 100 percent of 1DB Mobile's and 91 percent of Stratos (USA)'s shares; (2) Stratos
Wireless Inc. ("Stratos Wireless"), a Canadian company, with a 100 percent interest in T-IIA;
(3) 3484955 Canada Inc. ("NumberCo"), with a 100 percent interest in Stratos Wireless;
(4) Stratos Global Corporation ("Stratos Global"), a Canadian holding company, with a
100 percent interest in NumberCo; (5) NewTel Enterprises Limited ("NewTel"), a Canadian
company, with an approximately 64 percent interest in Stratos Global; (6) Aliant, a Canadian
company, with a 100 percent interest in NewTel; (7) Bell Canada, a Canadian company, with a
41.6 percent interest in Aliant; and (8) BCE, a Canadian holding company, with an 80 percent
interest in Bell Canada and an 11 percent direct interest in Aliant.


               With respect to interlocking directorates, Licensees note that they each have two
directors, Derek Woods and George Kilguss, who are also directors of the Canadian companies
Stratos Global and Stratos Wireless.
              The principal place of business of T-IIA is as follows:
                      T-ll Aeronautical, Inc.
                      Suite 500
                      6903 Rockledge Drive
                      West Bethesda, MD 20817
              The principal place of business of Stratos Wireless is as follows:
                      Stratos Wireless Inc.-
                      P.O. Box 5933
                      St. Johns, Newfoundland A1C5X4
                      CANADA
              The principal place of business of Stratos Global is as follows:
                      Stratos Global Corporation
                      Suite 5200 - Scotia Plaza
                      40 King Street West
                      Toronto, Ontario M5H 3Y2
                      CANADA
              The principal place of business of NewTel is as follows:
                     NewTel Enterprises Limited
                     P.O. Box 21 10
                     Fort William Building
                     10 Factory Lane
                     St. John's, Newfoundland A1C5H6
                     CANADA
              The principal place of business of Aliant Inc. is as follows:
                     Aliant Inc.
                     One Brunswick Square
                     P.O. Box 5030
                     Saint John, New Brunswick E2L 4L4
                     CANADA
                                                8


          i.    Other than as stated above, Applicant certifies, by signature to this Application,
that Licensees do not seek to provide service to any country in which (1) Applicant is a foreign
carrier; or (2) Applicant controls a foreign carrier; or (3) two or more foreign carriers (or parties
that control foreign carriers) together own more than 25 percent of Applicant and are parties to,
or beneficiaries of, a contractual relation affecting the provision or marketing of international
basic telecommunications services in the United States.
       j.       Upon approval of the proposed transaction, Licensees will continue to be
affiliated with foreign carriers in Canada, Mexico, India, Colombia and Brazil, which are all
WTO member countries.
        k.     As demonstrated in paragraph (m) below, Licensees are entitled, pursuant to
47 C.F.R. § 63.10(a)(3), to maintain non-dominant status on all international routs except
Canada.
       1.      Licensees are already classified as dominant on the US-Canada route, and agree to
maintain such classification. Additionally, Licensees continue to qualifr for non-dominant status
on all other routes where they have affiliates. As noted on the attached Exhibit C, Licensees are
affiliated with cellular carriers in India and Colombia. In Brazil, Licensees are affiliated with a
carrier which provides heavy route space segment services. In Mexico, Licensees are affiliated
with a newly authorized competing carrier of local and long distance services. Each of these
affiliates clearly controls less than 50 percent of the local access and international transport
markets. In short, as Licensees are not affiliated with any foreign carrier (outside of Canada)
with sufficient market power to affect adversely competition in the U.S. market, Licensees are
entitled, under Section 63.1 0(a)(3), to non-dominant status on all routes other than the
U.S.-Canada route.
       m.      By its signature to this Application, BCE certifies pursuant to 47 C.F.R. § 1.2002
that it is not subject to denial of any federal benefits pursuant to Section 5301 of the Anti-Drug
Abuse Act of 1988. See 21 U.S.C. § 853a.
                                                   9


IV.      CONCLUSION
         For the reasons set forth above, BCE requests that the Commission promptly grant this
Application for a transfer of control.
Dated:    December 3, 1999
                                          Respectfully submitted,
                                          BCE, INC.
                                             William D. Anderson
                                           - Chief Financial Officer, BCE Inc.
Albert Haiprin
Richard T. White, Jr.
Haiprin, Temple, Goodman & Maher
555 l2thStreet,N.W.
Suite 950 North
Washington, DC 20004
Counsel for
BCE, Inc.


                                             EXHIBIT A
                       SERVICE AUTHORIZATIONS OF LICENSEES
                          STRATOS MOBILE NETWORKS (USA), LLC
                                                            FCC FILE NO.1       DATE OF
                         SERVICE                              CALL SIGN          GRANT
International AMSS and MMSS (AOR-E via Staten               ITC-90-088      May 8, 1991
Island, NY); AOR-W and POR via Niles Canyon, CA);
ship-to-shore and shore-to-ship directions; domestic AMSS
on an interim basis (see 7 FCC Rcd 1006, 1010 (1992)).
International MMSS (IOR via Perth, Australia); ship-to-     ITC-91-012      Oct. 21, 1991
shore and shore-to-ship directions.
International LMSS via INMARSAT (AOR-E via Staten           ITC-92-058      Feb. 2, 1993
Island; AOR-W and POR via Niles Canyon, CA; IOR via         ITC-92-059
Perth, Australia); ship-to-shore and shore-to-ship.
1NMARSAT Standard C (AOR-E via Netherlands, AOR-W ITC-93-014                Jan. 29, 1993
via Southbury, CT; POR via Perth, Australia); ship-to-shore
and shore-to-ship directions.
INMARSAT Standard C (IOR via Perth, Australia); ship-to- ITC-93-013         Jan. 29, 1993
shore and shore-to-ship directions.
International Resale of switched voice, data and record     ITC-91-157      Jan. 16, 1992
services (AT&T, MCI, Sprint and CCI).
INMARSAT Standards B and M (AOR-E and AOR-W via             ITC-93- 188     Aug. 9, 1993
Laurentides, Canada (ship-to-shore only); POR via Hong
Kong (ship-to-shore only); IOR via Hong Kong (ship-to-
shore and shore-to-ship)).
AMSS (AOR-E via Aussegal, France; IOR via Perth,            ITC-95-359      Nov. 3, 1995
Australia); ground-to-air direction.
INMARSAT Standard-A (via COMSAT's LES in Anatolia, ITC-95-565               Feb. 21, 1996
Turkey); ship-to-shore and shore-to-ship directions.
Authority to interconnect LES facilities with AT&T for      ITC-93- 142     July 30, 1993
maritime services.
Authority to interconnect LES facilities with MCI for       ITC-93-l41      Nov. 26, 1993
maritime services.


                                              EXhIBIT A
                       SERVICE AUTHORIZATIONS OF LICENSEES
                                                               FCC FILE NOJ            DATE OF
                         SERVICE                                 CALL SIGN              GRANT
INMARSAT Standard-B and -M (AOR-E and AOR-W via                ITC-95-596          Feb. 21, 1996
Comsat's LES in Southbury, CT (shore-to-ship direction);
POR via Comsat's LES in Santa Paula, CA (shore-to-ship
direction); POR via Teistra's LES in Perth, Australia (ship-
to-shore direction); IOR via Teistra's LES in Perth,
Australia (ship-to-shore and shore-to-ship directions)).
Authority to provide 1NMARSAT services via the                 ITC-96-041          Sept. 20, 1996
INMARSAT third generation satellites.
Global authority for international resale services between     ITC-96-580          Dec. 6, 1996
the United States and all international points except
Canada.
Global authority to provide international facilities-based     ITC-97-373          Aug. 20, 1997
services between the United States and all unaffiliated
international points.
Application to provide U.S.-originated Standard-B and -M       ITC-97-594          Granted in part on
services.                                                                          Sept. 30, 1999,
                                                                                   subject to
                                                                                   conditions
Application to provide U.S.-originated Inmarsat Standard-B     ITC-98- 103         Sept. 30, 1999
and -M services via foreign land earth stations.
Application for modification of regulatory status from         ITC-97-450          July 7, 1999
dominant to non-dominant between the United States and
Canada and to provide resale services between the United
States and Canada.
Application to provide U.S.-originated Standard-B and -M       ITC-214-19970924-   Sept. 30, 1999
services.                                                            00580
Application to provide U.S.-originated Inmarsat Standard-B     ITC-214-19981030-   Sept. 30, 1999
and -M services via foreign land earth stations.                     00053
Application to provide resale services between the United      ITC-214-19970804- July 1, 1999
States and Canada.                                                   00455


                                          EXHIBIT A
                     SERVICE AUTHORIZATIONS OF LICENSEES
                          1DB MOBILE COMMUNICATIONS, INC.
                                                             FCC FILE NOJ       DATE OF
                       SERVICE                              CALL SIGN            GRANT
Application for 214 authority and STA to provide domestic       ITC-214-      Pending
aeronautical mobile satellite services via the Inmarsat      19981214-00859
System


                                            EXHIBIT A
                      SERVICE AUTHORIZATIONS OF LICENSEES
                            MARINE SATELLITE SERVICES, INC.
                                                        FCC FILE NO.!      DATE OF
                        SERVICE                          CALL SIGN          GRANT
Global facilities-based and resale Section 214             ITC-214-      Oct. 14, 1998
authorization.                                          19980828-00591


                                             EXHIBIT A
                      SERVICE AUTHORIZATIONS OF LICENSEES
                                                               FCC FILE NOJ     DATE OF
                         SERVICE                                CALL SIGN        GRANT
Authority to provide global facilities-based and resale       ITC-98-076      March 13, 1998
services.
Authority to provide facilities-based and resale mobile-to-   ITC-98-253      July 2, 1998
fixed and fixed-to-mobile Inmarsat-A, -B, -C, and -M
services in all ocean regions.


  Exhibit B-i
Current Structure
      BCE
                80%
  Bell Canada
              41.6%
     Aliant
              100%
   NewTel
(Newfoundland)
                84%
Stratos Global
              100%
Stratos (USA)


                          Exhibit B-2
                       Proposed Structure
Approximately
    11%
                               41.6%        Bell Canada
                   100%
        NewTel
     (Newfoundland)
      Stratos Global
                   100%
       Stratos (USA)


                                     EXHIBIT C - FOREIGN CARRIER AFFILIATES

                 Company                                                Description of Service                   __________

 BCE Nexxia Inc.                        Provides high speed data services.                                          Canada
 Bell Advanced Communications 1998 Inc. Reseller of telecommunications services.                                    Canada
 Bell Canada (*)                        Provides local, long distance, and international voice and data             Canada
_____________________________________ services in Ontario and Québec, Canada (See Note 1 below).                 ___________

Bell Mobility Cellular Inc.             Provides cellular and PCS services in Ontario and Québec, Canada            Canada
Bell Mobility Paging Inc.               Provides paging services in Ontario and Québec, Canada                      Canada
Bell Satellite Services Inc.            Provides direct to home video and high speed data services.                 Canada
Comunicacion Celular S.A. Comcel S.A.   Provides cellular services in the eastern region of Colombia               Colombia
(Comcel)                                __________________________________________________________________       _____________

ConneCTIvity Managed Network            Provides resold data services.                                              Canada
Services Inc.                           _______________________________________________________________
Darome Canada Inc.                      Provides teleconferencing services for voice and video.                    Canada
Infosat Telecommunications              Provides mobile satellite services.                                        Canada
Iridium Canada Communications Inc.      Provides mobile satellite services.                                        Canada
Island Telecom Inc.                     Provides local, long distance and international services in                Canada
_____________________________________ Prince Edward Island, Canada (See Note 1 below.)                           ___________

Maritime Tel & Tel Limited              Provides local, long distance and international services in                Canada
_______________________________________ Nova  Scotia, Canada. (See Note 1 below.)                                ___________

MT&T Mobility Inc.                      Provides cellular, PCS, and international telecommunications               Canada
                                        services in Nova Scotia, Canada. (See Note 1 below.)                     ___________

NBTe1 Inc.                              Provides local, long distance, international, wireless, and high speed     Canada
                                        data services in New Brunswick, Canada. (See Note I below.)              ____________

NewTel i\ b1ii: Li1iiited               Provides wireless services in Newfoundkiid and Labrador, Canada.


NewTel Communications Inc.                   Provides local, long distance, and international services in                   Canada
____________________________________         Newfoundland and Labrador, Canada. (See Note 1 below.)                       __________

NorTel Mobility Inc.                         Provides cellular services in Northeastern Ontario, Canada.                    Canada
Northern Telephone Limited                   Provides local telephone service in Northeastern Ontario, Canada               Canada
Northwestel Inc.                             Provides local and long distance services in the Yukon and                     Canada
___________________________________ Northwest Territories and British Colombia, Canada                                    __________


Northwestel Mobility Inc.                    Provides the wireless services in the Yukon and Northwest                      Canada
_____________________________________        Territories and British Colombia, Canada.                                    ___________


Occidente y Caribe Celular S.A. (Occel)      Provides cellular services in the western region of Colombia                  Colombia
SkyTel Communications Corporation            Provides airline passenger communication services                              Canada
Stratos Wireless, Inc.                       Provides mobile and fixed satellite services.                                  Canada
Tata Communications Limited (Tata)           Provides cellular services in the state of Andhra Pradesh, India                India
Télébec Itée                                 Provides local and long distance services in Québec, Canada.                   Canada
Télébec Mobilité Inc.                        Provides cellular and other wireless services in Québec, Canada.               Canada
Telefonia Inalambrica del Norte S.A. de C.V. Holds a concession (1996 telephony license) to offer local and long            Mexico
                                             distance services in Mexico
Telesat Canada                               Provides space segment satellite service in Canada.                            Canada
Telesat Serviços de Telecommunicaçao S.A.    Provides heavy route space segment services in Brazil.                         Brazil
TMI Communications and Company, L.P.         Provides mobile satellite services,                                            Canada


             Note 1: Some long distance services are provided on a nationwide basis in Canada in conjunction with other
                        members of Stentor Canadian Network Management (Stentor), a working association of nine
                        Canadian telephone companies and Telesat Canada (Telesat). The Stentor members are: BCT,
                        TELUS Communications, Inc., Bell Canada, Island Telecom Inc., Maritime Tel & Tel Limited, MTS
                        Communications Inc., NBTeI Inc., NewTel Communications Inc., and Saskatchewan
                        Telecommunications. Northwestel, Quèbec-Telèphone and Telesat are associate members of Stentor.
                        Telesat is the owner/operator of the Canadian Domestic Satellite System.




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