Attachment DA 00-2251

DA 00-2251

PUBLIC NOTICE

DA 00-2251

0000-00-00

This document pretains to ITC-T/C-20000918-00548 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2000091800548_618808

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           FEDERAL COMMUNICATIONS COMMISSION                                        1000 $fredsheafinffingGon 202418—0500
           445 12th St., SW                                                                         Fax—On—Demand 202/418—2830
           WASHINGTON, D.C. 20554                                                          Internet: http://www.fee.gov   fitp.fee.gov




                                                                                                            ~ _ DA 00—2251
                                                                                         Released: October 11, 2000



                   VOICESTREAM WIRELESS CORPORATION, POWERTEL, INC.,
                 AND DEUTSCHE TELEKOM AG SEEK FCC CONSENT TO TRANSFER
                  CONTROL OF LICENSES AND AUTHORIZATIONS AND REQUEST
                DECLARATORY RULING ALLOWING INDIRECT FOREKIGN QOWNERSHIP

                                                        IB Docket No. 00—187 ,



           Petitions/Comments due: November 13, 2000
           Oppositions/Responses due: November 27, 2000


           I.       THE TRANSACTION

                   On September 18, 2000, VoiceStream Wireless Corporation ("VoiceStream"), Powertel,
           Inc. ("Powertel"), and Deutsche Telekom AG ("DT") (collectively "Applicants") filed
           applications under Sections 214 and 310(d) of the Communications Act of 1934, as amended,‘
           ("the Act‘), seeking Commission approval of the transfer of control to DT of licenses and
           authorizations presently held by VoiceStream, Powertel, and their subsidiaries." This transfer of
           control would take place as the result of a proposed merger, whereby first VoiceStream, and then
           Powertel, would become wholly owned subsidiaries of DT. VoiceStream and Powertel also filed
           a separate set of applications seeking Commission consent to allow Powertel to become a wholly
           owned subsidiary of VoiceStream rather than DT, in the event the proposed VoiceStream—DT
           (and Powertel—DT) mergers are not approved.




                   I        47 U.S.C. §§ 214, 310(d).
                    2       The services to which these applications pertain are: Personal Communications Service ("PCS"),
           Specialized Mobile Radio ("SMR"), Experimental licenses, Fixed Microwave, Local Multipoint Distribution Service
           ("LMDS"), and international Section 214 authorizations.


H.          PETITIONS FOR DECLARATORY RULING ALLOWING INDIRECT
            FOREIGN OWNERSHIP

            VoiceStream and Powertel have each filed petitions pursuant to Section 310(b)(4) of the
Act for a declaratory ruling that the 100 percent indirect control by DT of licenses held by
VoiceStream, Powertel, and their subsidiaries is in the public interest." DT is a corporation
organized under the laws of the Federal Republic of Germany. As of the filing date of the
application, the German government owned 58.2 percent of the equity in DT.* The German
government‘s ownership interest in DT would decrease to 45.7 percent as a result of DT‘s merger
with VoiceStream, and would decrease further, to approximately 44 percent, as a result of DT‘s
merger with Powertel." Applicants expect that other licensees listed herein, in which
VoiceStream or Powertel holds or proposes to hold noncontrolling interests, may file additional
petitions for declaratory ruling under Section 310(b)(4). Upon filing, the Commission will
include those applications in this docket and release separate public notices regarding those
applications.


III.        OTHER APPLICATIONS AFFECTED

         The Commission has before it other applications for transfer of control or assignment
filed by VoiceStream and certain other parties. With respect to currently pending applications —
seeking consent for VoiceStream to acquire additional licenses,° we will consider as minor an
amendment to add any such licenses to this docket for ultimate transfer of control to DT or an
amendment to these pending applications to reflect DT as the ultimate transferor or real party in
interest. With respect to recently granted or currently pending applications seeking consent for
VoiceStream to assign, partially assign, or transfer control of certain licenses to third parties,‘
we will consider as minor an amendment to delete any such licenses from this docket in the event




        >       The VoiceStream petition for declaratory ruling has been assigned File No. ISP—PDR—20000918—
00031. The Powertel petition for declaratory ruling has been assigned File No. ISP—PDR—20000918—00030.
         *         iSee Application at 10.
         $        1d.
          6        See Cook Inlet Region, Inc., Applications for Transfer of Control to VoiceStream, Lead File No.
0000216961 (filed September 14, 2000). Comments with respect solely to this transaction should be filed based on
instructions contained in the public notice that will be issued with respect to the applications involved in this
transaction. In addition, an application for consent to assign licenses from STPCS D Block, LLP to VoiceStream
PCS BTA 1 License Corporation was filed on September 22, 2000, File No. 0000222412, and applications for
consent to assign licenses from Shenandoah Mobile Company to Cook Inlet/VS GSM IV PCS, LLC and
VoiceStream PCS BTA 1 License Corporation, respectively, were filed on September 25, 2000, File Nos.
0000219994 and 0000219997. Comments with respect solely to these two transactions should be filed based on the
public notice for these applications. See WTB Report No. 665 (rel. Oct. 11, 2000). Furthermore, an application to
partially assign licenses KNLF249 and KNLF253 from AT&T Wireless PCS, L.L.C. to Omnipoint Holdings, Inc.
was filed July 27, 2000. See WTB Report No. 603, File No. 0000192987 (rel. Aug. 2, 2000).
        7
                  See Applications referenced in footnotes 18, 20, 21, 22, 23, and 24 infra.


 that any of these transactions is consummated before the disposition of the applications in this
docket.*

         If, before the initial disposition in this docket, VoiceStream or Powertel files additional
 applications seeking consent to acquire additional licenses that the Applicants intend will
 ultimately be controlled by DT, Section 1.65 of the Commission‘s Rules requires the prompt
 filing of an amendment in this docket to report the additional applications and the relevant
 parties‘ request with respect to ultimate control of those licenses." We will treat any such
 amendments as minor.

      Furthermore, if any applications involving VoiceStream or Powertel remain pending
when the contemplated mergers with DT are consummated, we will consider as minor
amendments to those pending applications reflecting that DT is the real party in interest.


IV.      FOREKIGN CARRIER NOTIFICATIONS

         VoiceStream and Powertel have notified the Commission, pursuant to Section 63.11 of
the Commission‘s Rules,‘" that VoiceStream and Powertel entities authorized to provide
international service pursuant to Section 214 will become affiliated with foreign carriers within
the meaning of Section 63.09 of the Commission‘s Rules."‘


v.       GENERAL INFORMATION

         Interested parties may file comments regarding or petitions to deny the applications no
later than November 13, 2000. Oppositions or responses to these comments and petitions may
be filed no later than November 27, 2000. For administrative convenience, all of the various
applications listed below in this Public Notice have been consolidated into one general docket.
All filings concerning matters referenced in this Public Notice should reference the International
Bureau docket number assigned to this proceeding, IB Docket No. 00—187, and any other
specific file numbers of the individual applications or other matters to which the filings pertain.

         The applications referenced herein have been found, upon initial review, to be acceptable
for filing. The Commission reserves the right to return any application if, upon further
examination, it is determined to be defective and not in conformance with the Commission‘s
rules or policies.


         ®        See 47 C.F.R. § 1.929.
         °       iSee 47 C.F.R. § 1.65.
         10      See 47 C.F.R. § 63.11.
  .             See 47 C.F.R. § 63.09. The VoiceStream foreign carrier affiliation notification has been assigned
File No. FCN—NEW—20000920—00050. The Powertel foreign carrier affiliation notification has been assigned File
No. FCN—NEW—20000920—00049.


          An original and four copies of all pleadings must be filed with the Commission‘s
Secretary, Magalie Roman Salas, 445 12" Street, S.W., TW—A325, Washington, D.C. 20554, in
accordance with Section 1.51(c) of the Commission‘s rules."

        In addition, one copy of each pleading must be delivered to each of the following
locations: (1) the Commission‘s duplicating contractor, International Transcription Services,
Inc. ("ITS"), 445 12"" Street, S.W., Room CY—B402, Washington, D.C. 20554; (2) Office of
Media Relations, Reference Operations Division, 445 12" Street, SW., Room CY—A257,
Washington, D.C. 20554; (3) Claudia Fox, Policy and Facilities Branch, Telecommunications
Division, International Bureau, 445 12"" St., SW., Room 6—A848, Washington, D.C. 20554; (4)
Justin Connor, Policy and Facilities Branch, Telecommunications Division, International Bureau,
445 12th St., S.W., Room 6—A832, Washington, D.C. 20554; (5) Lauren Kravetz, Commercial
Wireless Division, Wireless Telecommunications Bureau, 445 12th Street, S.W., Room 4—A163,
Washington, D.C. 20554; (6) John Branscome, Commercial Wireless Division, Wireless
Telecommunications Bureau, 445 12th Street, S.W., Room 4—A234, Washington, D.C. 20554;
(7) Jamison Prime, Public Safety and Private Wireless Division, Wireless Telecommunications
Bureau, 445 12th Street, S.W., Room 4—A734, Washington, D.C. 20554; (8) Carl Huie,
Experimental Licensing Branch, Electromagnetic Compatibility Division, Office of Engineering
and Technology, 445 12th Street, S.W., Room 7—A361, Washington, D.C. 20554; and (9) James
Bird, Office of General Counsel, 445 12th Street, S.W., Room 8—C818, Washington, D.C.
20554.

       Instead of filing paper comments, parties may wish to file comments through the
Commission‘s Electronic Comment Filing System ("ECFS")."" Comments filed through the
ECFS can be sent as an electronic file via the Internet to <http://www.fcec.gov/e—file/ecfs.html>.
Generally, only one copy of an electronic submission must be filed. In completing the transmittal
screen, commenters should include their full name, Postal Service mailing address, and the
applicable docket or rulemaking number. Parties may also submit an electronic comment by
Internet e—mail. To obtain filing instructions for e—mail comments, commenters should send an e—
mail to <ecfs@fec.gov>, and should include the following words in the body of the message,
"get form <your e—mail address>." A sample form and directions will be sent in reply.

        Because this proceeding involves broad public policy issues, the Bureau will treat the
proceeding as "permit but disclose" for purposes of the Commission‘s ex parte rules.‘* Should
circumstances warrant, the Bureau may designate this proceeding and all interrelated proceedings
as restricted. As a "permit but disclose" proceeding, ex parte presentations will be governed by




          12       See 47 CF.R. § 1.51(c).
          13
                   See Electronic Filing of Documents in Rulemaking Proceedings, 63 Fed. Reg. 24,121 (1998).
         14        See generally 47 C.F.R. §§ 1.1200—1.1216. An ex parte presentation is any communication (spoken
or written) directed to the merits or outcome of a proceeding made to a Commissioner, a Commissioner‘s assistant, or
other decision—making staff member, that, if written, is not served on other parties to the proceeding or, if oral, is made
without an opportunity for all parties to be present. See 47 C.F.R. § 1.1202.


the procedures set forth in Section 1.1206 of the Commission‘s rules applicable to non—restricted
proceedings. >

        Parties making oral ex parte presentations are reminded that memoranda summarizing the
presentation must contain a summary of the substance of the presentation and not merely a listing
of the subjects discussed. More than a one— or two—sentence description of the views and
arguments presented is generally required.‘" Other rules pertaining to oral and written
presentations are set forth in Section 1.1206(b). Interested parties are to file ex parte
notifications with the Commission‘s Secretary, Magalie Roman Salas, 445 12" Street, S.W.,
TW—A325, Washington, D.C. 20554, and also serve the list of locations indicated above in the
General Information section of this Public Notice, with copies of any written ex parte
presentations in these proceedings filed in the manner specified above. All written ex parte
presentations or summaries of oral ex parte presentations in this proceeding must be served on all
parties to the proceeding."‘

       Copies of the applications and any subsequently filed documents in this matter may be
obtained from ITS. The applications and documents are also available for public inspection and
copying during normal reference room hours at the following Commission office: Office of
Media Relations, Reference Operations Division, 445 12"" Street, S.W., Room CY—A257,
Washington, D.C. 20554. In addition, all applications filed in this matter under Parts 24, 101
and 90 of the Commission‘s rules are available electronically through the Wireless
Telecommunications Bureau‘s Universal Licensing System, which may be accessed on the
Commission‘s Internet web site at Internet: <http://www.fce.gov>. Furthermore, all of the
applications are available to the public through ECFS under the docket number for this
proceeding, IB Docket No. 00—187.

       For further information, contact Claudia Fox or Justin Connor of the Policy and Facilities
Branch, Telecommunications Division, International Bureau, at (202) 418—1460 (international
214, Section 310(b)(4) and Part 63); Lauren Kravetz or John Branscome, Commercial Wireless
Division, Wireless Telecommunications Bureau, at (202) 418—7240 (Parts 24 and 90); Jamison
Prime, Public Safety and Private Wireless Division, Wireless Telecommunications Bureau at
(202) 418—0680 (Part 101); or Carl Huie, Office of Engineering and Technology at (202) 418—
2430 (Part 5).


VI.    APPLICATIONS

       This Public Notice lists four groups of applications. The first group consists of
applications related to the transfer of control of licenses and authorizations from VoiceStream to
DT. The second group consists of applications related to the transfer of control of licenses and
authorizations from Powertel to DT. The third group consists of related petitions that may be
       15      See 47 C.F.R. § 1.1206.
       16      See 47 C.F.R. § 1.1206(b)(2), as revised.
       17      See 47 C.F.R. §1.927(i).


filed by other licensees for declaratory rulings pursuant to Section 310(b)(4) to permit foreign
ownership in excess of 25 percent following DT‘s proposed acquisitions of VoiceStream and
Powertel. The fourth group consists of applications related to the transfer of control of licenses
and authorizations from Powertel to VoiceStream, which the parties state would be consummated
only in the event the proposed VoiceStream—DT (and Powertel—DT) mergers are not approved.

         A.      TRANSFER OF CONTROL FROM VOICESTREAM TO DT

       The following are applications for consent to transfer control of licenses in the PCS,
SMR, Experimental and Fixed Microwave services, and international Section 214 authorizations
from VoiceStream to DT. Comments regarding the VoiceStream—DT transfer of control should
reference the Lead Application, VoiceStream PCS I License L.L.C., File Number 0000211827.

                 1.       Section 310 Applications

                          a.        Part 24 — PCS

       The following applications for consent to transfer control from VoiceStream to DT have
been assigned the following file numbers:

File No.              Licensee                                                                    Call Sign
                                                                                                  (Lead)
0000211823            APT Columbus, Inc.                                                          KNLF276
0000211841            APT Houston, Inc.                                                           KNLF227
0000211843            APT Kansas City, Inc.                                                       KNLF268
0000212036            APT Minneapolis, Inc."                                                      KNLF224
0000211846            APT Pittsburgh Limited Partnership                                          KNLF242
0000211851            APT Tampa/Orlando, Inc.                                                     KNLF225
0000211827            VoiceStream PCS I License LL.C."                                            KNLF259
0000211863            VoiceStream PCS II License Corporation                                      KNLF244
0000211819            VoiceStream PCS III License Corporation                                     KNLG826
0000211881            VoiceStream PCS BTA I License Corporation""                                 KNLG329
0000211854            Omnipoint Albany—Schenectady—Glen Falls E License, LLC                      KNLF880
0000211817            Omnipoint Boston Area DE License, LLC                                       KNLH31O
0000211858            Omnipoint Boston D License, LLC                                             KNLF954
0000211862            Omnipoint Boston—Keene D License, LLC                                       KNLFI53


         18      An application for consent partially to assign license KNLF224 from APT Minneapolis, Inc. to
BWI Midwest LHC, Inc. was filed on August 2, 2000. See WTB Report No. 609, File No. 0000198777 (rel. Aug. 9,
2000).
         19      This application is designated as the lead application that describes the transaction.

         20      An application to assign licenses KNLG778 and KNLG780 from VoiceStream PCS BTA I
License Corporation to AT&T Wireless PCS, L.L.C. was granted on September 29, 2000. See WTB Report No.
660, File No. 0000192709 (rel. Oct. 4, 2000). In addition, on August 2, 2000, VoiceStream PCS BTA I License
Corporation filed an application to assign licenses KNLG247, KNLG760, KNLG768, KNLG773, KNLG784,
KNLG786, KNLG791, KNLG803, KNLH737, KNLH747, KNLHT763, KNLH770, and KNLH771 to BWI Midwest
LHC, Inc. See WTB Report No. 609, File No. 0000198793 (rel. Aug. 9, 2000).


File No.              Licensee                                                              Call Sign
                                                                                            (Lead)
0000211850            Omnipoint Buffalo Area DE License, LLC                                KNLFI57
0000211853            Omnipoint Buffalo—Olean D License, LLC                                KNLFI58
0000212726            Omnipoint NY MTA License, LLC                                         KNLF202
6000211856            Omnipoint DC Area DE License, LLC                                     KNLFI62
0000211859            Omnipoint DC—Salisbury D License, LLC                                 KNLFEIG5S
0000211845            Omnipoint Little Rock—El Dorado E License, LLC                        KNLFI6G8
0000211869            Omnipoint MI—Indiana Area DE License, LLC‘                            KNLH287
0000211878            Omnipoint MI—Indiana—Findlay D License, LLC                           KNLFI943
0000211865            Omnipoint MI—Indiana—Lima D License, LLC                              KNLFI975
0000211842            Omnipoint Miami E License, LLC                                        KNLF978
0000211839            Omnipoint New England DE License, LLC                                 KNLG267
0000211825            Omnipoint New York D License, LLC                                     KNLFI982
0000212033            Omnipoint Philadelphia—E. Lancaster E License, LLC*                   KNLF983
0000211828            Omnipoint St. Louis DE License, LLC®                                  KNLFI88
0000211822            Omnipoint Wichita—E. Hutchinson E License, LLC                        KNLFI92
0000222453            D&E/Omnipoint Wireless Joint Venture, L.P."*                          KNLF911

                          b.        Part 90 — SMR

       The following applicatibn for consent to transfer control from VoiceStream to DT has
been assigned the following file number:

File No.                 Licensee                                                   Call Sign
                                                                                    (Lead)
0000211829               VoiceStream SMR Corporation                                KNNX843




        21      An application to assign licenses KNLH289 and KNLH292 from Omnipoint MI—Indiana Area DE
License LLC to AT&T Wireless PCS, L.L.C. was granted on September 29, 2000. See WTB Report No. 660, File
No. 00192588 (rel. Oct. 4, 2000).
        22       An application to transfer control of license KNLF983 from Omnipoint Philadelphia—E. Lancaster
E License, LLC to CIVS PA II, LLC was granted on September 29, 2000. See WTB Report No. 660, File No.
0000126706 (rel. Oct. 4, 2000).
        23       An application to assign licenses KNLH348 and KNLH346 from Omnipoint St. Louis DE License
LLC to AT&T Wireless PCS, L.L.C. was granted on September 29, 2000. See WTB Report No. 660, File No.
0000192589 (rel. Oct. 4, 2000).

         24       An application to transfer control of licenses KNLFI11 and KNLG721 from D&E/Omnipoint
Wireless Joint Venture, L.P. to CIVS PA II, LLC was granted September 29, 2000. See WTB Report No. 660, File
No. 0000126703 (rel. Oct. 4, 2000).


                           c.      Part 5 — Experimental Licenses

       The following applications for consent to transfer control from VoiceStream to DT have
been assigned the following file numbers:

 File No.                       Licensee                                                      Call Sign

38—EX—TC—2000                   Omnipoint Communications, Inc.                                WAZXDG
36—EX—TC—2000                   Omnipoint Corporation                                         KK2XCV
37—EX—TC—2000                   Omnipoint Corporation                                         KF2XEH
35—EX—TC—2000                   Aerial Communications, Inc.                                   WA2ZXHB
34—EX—TC—2000                   APT Columbus, Inc.                                            KS2XFG
32—EX—TC—2000                   APT Houston, Inc.                                             KA2XER
30—EX—TC—2000                   APT Kansas City, Inc.                                         KA2ZXEM
29—EX—TC—2000                   APT Minneapolis, Inc.                                         KA2XEK
33—EX—TC—2000                   APT Pittsburgh Limited Partnership                            KA2XES
31—EX—TC—2000                   APT Tampa/Oriando, Inc.                                       KA2ZXEN.

                          d.       Part 101 — Fixed Microwave Service"

       The following applications for consent to transfer control from VoiceStream to DT have
been assigned the following file numbers:

File No.                  Licensee                                                      Call Sign
                                                                                        (Lead)
0000211827               VoriceStream PCS     I License L.L.C                           WPNH333
0000211863               VoiceStream PCS      II License Corporation                    WPNH379
0000211819               VoiceStream PCS      III License Corporation                   WPOT347
0000211881               VoiceStream PCS      BTA I License Corporation                 WPOM4A42.

                          e.       Part 101 — LMDS


       The following application for consent to transfer control from VoiceStream to DT has
been assigned the following file number:

File No.                 Licensee                                                       Call Sign
                                                                                        (Lead)
0000211824               VoiceStream PCS LMDS Corporation                               WPLM362.




         25      Various VoiceStream licensee entities have applications pending for initial authorizations in the
Fixed Microwave Services. With respect to any initial microwave authorizations granted pursuant to those
applications prior to the consummation of the proposed VoiceStream—DT and Powertel—DT mergers, we will
consider as minor an amendment to add any such licenses to this docket for ultimate transfer of control to DT.
Further, if any of these applications remain pending when the proposed VoiceStream—DT and Powertel—DT mergers
are consummated, we will consider as minor an amendment to those pending applications to reflect that DT is the
real party in interest.


               2.       Section 214 Applications (International)

       The following applications for consent to transfer control from VoiceStream to DT have
been assigned the following file numbers:

Authorized Carrier                                             File No.                          Original File No.

VoiceStream Wireless Corporation                               ITC—T/C—20000918—00548            ITC—214—19960930—00473
Aerial Communications, Inc.                                    ITC—T/C—20000918—00555            ITC—214—19970626—00352
Omnipoint Communications DEF Operations, LLC                   ITC—T/C—20000918—00556            ITC—214—19970908—00541
D&E/Omnipoint Wireless Joint Venture, L.P.                     ITC—T/C—20000918—00557            ITC—214—19980807—00546
Omnipoint Communications Midwest Operations, LLC               ITC—T/C—20000918—00558            ITC—214—19980203—00068
Omnipoint Communications C Operations, LLC                     ITC—T/C—20000918—00559            ITC—214—19970804—00463
Omnipoint Communications MB Operations, LLC                    ITC—T/C—20000918—00562            ITC—214—19970908—00542.

       B.      TRANSFER OF CONTROL FROM POWERTEL TO DT

       The following are applications for consent to transfer control of licenses in the PCS and
Fixed Microwave services and an international Section 214 authorization from Powertel to DT.
Comments regarding the Powertel—DT transfer of control should reference the Lead Application,
Powertel Kentucky Licenses, Inc., File Number 0000214432.

               1.       Section 310 Applications

                        a.       Part 24 — Personal Communications Service


       The following applications for consent to transfer control from Powertel to DT have been
assigned the following file numbers:


File No.             Licensee                                                         Call Sign
                                                                                      (Lead)
0000214410           Powertel Atlanta Licenses, Inc.                                  KNLF222
0000214415           Powertel Birmingham Licenses, Inc.                               KNLF258
0000214421           Powertel Jacksonville Licenses, Inc.                             KNLF273
0000214432           Powertel Kentucky Licenses, Inc."*                               KNLG2O09
0000214435           Powertel Knoxville Licénses, Inc.                                KNLH420
0000214425           Powertel Memphis Licenses, Inc.                                  KNLF255
0000214434           Powertel Nashville Licenses, Inc.                                KNLH414.




      26
              This application is designated as the lead application that describes the transaction.


                        b.       Part 101 — Fixed Microwave Service


       The following application for consent to transfer control from Powertel to DT has been
assigned the following file number:

File No.              Licensee                                              Call Sign
                                                                            (Lead)
0000216180            Powertel, Inc.                                        WPNN786.


                 2.     Section 214 Application (International)

       The following application for consent to transfer control from Powertel to DT has been
assigned File No. ITC—T/C—20000918—00547.

Authorized Carrier               FCC File No.

Powertel, Inc.                   ITC—214—20000727—00441.


        C.       RELATED PETITIONS FOR DECLARATORY RULING
                 ALLOWING INDIRECT FOREIGN OWNERSHIP

        The following is a list of petitioners that may file petitions for declaratory ruling because
VoiceStream or Powertel currently holds or proposes to hold noncontrolling interests in these
licensees as a result of other transactions. Upon filing, the Commission will include those
applications in this docket and release separate public notices regarding those applications.

Petitioner

Eliska Wireless Ventures License Subsidiary I, L.L.C.
Shenandoah Mobile Company Wireless Alliance, LLC
Wireless Alliance, L.L.C.
NPI—Omnipoint Wireless, LLC
ITowa Wireless Services Holding Corporation

       D.        TRANSFER OF CONTROL FROM POWERTEL TO VOICESTREAM

       The following are applications for consent to transfer control of licenses in the PCS and
Fixed Microwave services and an international Section 214 authorization from Powertel to
VoiceStream. Although the Applicants state that this transaction will only occur in the event the
proposed VoiceStream—DT (and Powertel—DT) mergers are not approved, the Commission will
simultaneously process these applications with the applications listed in section VI(B) of this
Public Notice. Comments regarding the Powertel—VoiceStream transfer of control should
reference the Lead Application, Powertel Kentucky Licenses, Inc., File Number 0000216260.




                                                 10


                 1.       Section 310 Applications

                           a.       Part 24 — Personal Communications Service

        The following applications for consent to transfer control from Powertel to VoiceStream
have been assigned the following file numbers:

 File No.                 Licensee                                                        Call Sign
                                                                                          (Lead)
 0000216208              Powertel Atlanta Licenses, Inc.                                  KNLF222
 0000216231              Powertel Birmingham Licenses, Inc.                               KNLF258
 0000216236               Powertel Jacksonville Licenses, Inc.                            KNLF273
 0000216260              Powertel Kentucky Licenses, Inc.*‘                               KNLG209
 0000216305              Powerte]l Knoxville Licenses, Inc.                               KNLH42O
 0000216244              Powertel Memphis Licenses, Inc.                                  KNLF255
 0000216271              Powertel Nashville Licenses, Inc.                                KNLH414.


                          b.        Part 101 — Fixed Microwave Service

       The following application for consent to transfer control from Powertel to VoiceStream
has been assigned the following file number:

 File No.                Licensee                                                         Call Sign
                                                                                          (Lead)
 0000216325              Powertel, Inc.                                                   WPNN786.

                 2.       Section 214 Application (International)

       The following application for consent to transfer control from Powertel to VoiceStream
has been assigned File No. ITC—T/C—20000918—00549.

Authorized Carrier                   FCC File No.
Powertel, Inc.                       ITC—214—20000727—00441.




                                                    —FCC —




       27        This application is designated as the lead application that describes the transaction.




                                                         11



Document Created: 2000-10-19 15:04:07
Document Modified: 2000-10-19 15:04:07

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