Attachment Attachment

This document pretains to ITC-T/C-20051214-00534 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2005121400534_483169

   International Section 214 Notification of Pro Forma Transfer of Control over Telenor Satellite, Inc.


                           ATTACHMENT 1 to FCC 214 Main Form

                                       Answer to Question 10

§ 63.18 (c) The name, title, post office address, and telephone number of the officer and any
other contact point, such as legal counsel, to whom correspondence concerning the application
is to be addressed

Transferors:
Telenor Satellite Services AS
Telenor Broadcast Holding AS
Snarøyveien 30
N-1331 Fornebu
Ph: +47 67 89 00 00
Fax: +47 67 89 36 484

Contact and Representative:

Robert W. Swanson, Esq.
Telenor Satellite Services Holdings, Inc.
1101 Wootton Parkway, 10th Floor
Rockville, MD 20852
Phone: (301) 838-7807
Fax: (301) 838-7752

Transferee:
Telenor Satellite Services Holding AS
Snarøyveien 30
N-1331 Fornebu
Ph: +47 67 89 00 00
Fax: +47 67 89 36 484

Contact and Representative:

Robert W. Swanson, Esq.
Telenor Satellite Services Holdings, Inc.
1101 Wootton Parkway, 10th Floor
Rockville, MD 20852
Phone: (301) 838-7807
Fax: (301) 838-7752


§ 63.18 (d) A statement as to whether the applicant has previously received authority under
Section 214 of the Act and, if so, a general description of the categories of facilities and services
authorized (i.e., authorized to provide international switched services on a facilities basis):

Neither the transferees nor the transferor have previously received authority under Section 214.
Two of their indirect wholly-owned subsidiaries hold such authority. Telenor Satellite, Inc.


    International Section 214 Notification of Pro Forma Transfer of Control over Telenor Satellite, Inc.


holds authority under Section 214 to provide Global or Limited Global Facilities-Based Service,
ITC-214-20020926-00462, granted October 31, 2002. Telenor Satellite Services Holdings, Inc.
(formerly known as Telenor Satellite Mobile Services, Inc.) also holds authority under Section
214 to provide Global or Limited Global Facilities-Based Service, ITC-214-20010529-00341,
granted July 19, 2001. In addition, Telenor Satellite, Inc. holds the following Section 214
authorizations as granted by the Commission and listed in Appendix A to the Order and
Authorization of December 18, 20011:

ITC-86-087
ITC-86-149
ITC-87-027
ITC-87-111
ITC-88-084
ITC-89-076
ITC-90-129
ITC-89-119
ITC-92-030, ITC-92-031
ITC-90-085
ITC-90-133
ITC-92-063
ITC-91-228
ITC-92-076
ITC-92-075
ITC-91-088; ITC-91-089 214; ITC-91-139; ITC-91-088; ITC-91-089; ITC-91-228; ITC-92-030, 031, 032
ITC-94-016
ITC-94-025
ITC-94-077
ITC-214-19960501-00176 (ITC-96-278)
CC Docket 87-75
ITC-214-19931105-00009 (ITC-94-039)
42-SAT-STA-97
ITC-214-19950511-00019 (ITC-95-341)
SES-MSC-19990331-02474
SAT-ITC-19970710-00059 (000103-SAT-ITC-97)
SAT-ITC-19990609-00063
SAT-ITC-20000605-00103
ITC-97-222; ITC-214-19970414-000206
SAT-STA-19990609-00064
ITC-94-063
ITC-95-422
ITC-93-266
SES-STA-20010719-1338

Telenor Satellite, Inc. is a wholly owned subsidiary of Telenor Satellite Services Holdings, Inc.




1
  In the Matter of Lockheed Martin Global Telecommunications, et al., Applications for Assignment of
Section 214 Authorizations, Private Land Mobile Radio Licenses, Experimental Licenses, and Earth
Station Licenses, Order and Authorization, FCC 01-369 16 FCC Rcd 22897 (2001).


   International Section 214 Notification of Pro Forma Transfer of Control over Telenor Satellite, Inc.


                                       Answer to Question 11

The name, address, citizenship and principal businesses of any person or entity that directly or
indirectly owns at least ten percent of the equity of the transferees, and the percentage of equity
owned by each of those entities (to the nearest one percent).

Telenor ASA has 100% equity ownership of the Transferees. The Kingdom of Norway currently
owns 53.99% of the shares of Telenor ASA. (The Kingdom’s shares are administered by the
Ministry of Trade and Industry.) No other shareholder owns directly or indirectly 10% or more
of the shares of Telenor ASA. The address, citizenship, and principal business of the Ministry of
Trade and Industry is:

Kingdom of Norway
Ministry of Trade and Industry
P.O. Box 8014 Dep
0030 Oslo
Norway

Principal Business: Government

Citizenship: Norway


   International Section 214 Notification of Pro Forma Transfer of Control over Telenor Satellite, Inc.


                                       Answer to Question 12

The applicant shall also identify any interlocking directorates with a foreign carrier:

There are no interlocking directorates between the Transferee and any foreign carriers other than
the parent company, Telenor ASA, and its wholly-owned subsidiaries.


     International Section 214 Notification of Pro Forma Transfer of Control over Telenor Satellite, Inc.


                                         Answer to Question 13

Provide a narrative of the means by which the proposed transfer of control will take place:
On July 13, 2001, the Commission granted Telenor Satellite Mobile Services, Inc. (“TSMSI”)
authority under Section 214 to provide Global or Limited Global Facilities-Based Service, under
file number ITC-214-20010529-00341. TSMSI has since been renamed Telenor Satellite
Services Holdings, Inc.
On December 18, 2001, the Commission released its Order and Authorization for the acquisition
by Telenor Satellite Mobile Services, Inc. of the Comsat Mobile Communications business, FCC
01-369 (the “Telenor Order”). The Telenor Order authorized:
           [T]he requested indirect foreign ownership of Telenor Satellite [Inc.] by Telenor
           Satellite Mobile [Services, Inc.] (100 percent), Telenor Satellite Mobile Ventures [AS]
           (100 percent); Telenor Broadband [Services AS] (100 percent); Telenor
           Communications [AS] (100 percent); and Telenor ASA and its Norwegian shareholders
           (up to 100 percent), with the exception of the Kingdom of Norway; and the Kingdom of
           Norway through its investment in Telenor ASA (up to and including 79 percent).
Since the release of the Telenor Order, certain non-substantive changes have occurred in the
ownership chain of TSMSI and Telenor Satellite, Inc. (“TSI”) as noted in our 214 filing of June
28, 2005, File No. ITC-T/C-20050628-00240.
By this current filing, we wish to notify the Commission, in accordance with the Commission’s
Rules,2 that the following pro forma transaction was consummated on November 15, 2005:
           An internal corporate restructuring occurred which streamlined the TSI ownership chain
           by: (1) transferring TSI-related assets and operations from Telenor Satellite Services AS
           (“TSS”), a Norway corporation and wholly-owned subsidiary of Telenor ASA to TSSH;
           (2) removing TSS and Telenor Broadcast Holding AS as an indirect owner of TSI; and
           (3) concentrating 100% indirect ownership of TSI in TSSH.


On October 25, 2002, the Commission granted Telenor Satellite, Inc. (“TSI”) authority under
Section 214 to provide Global or Limited Global Facilities-Based Service, under file number
ITC-214-20020926-00462.

The new ownership structure before and after this pro forma transaction is presented on the
attached diagram.




2
    47 C.F.R. § 63.24 (f)(2).


International Section 214 Notification of Pro Forma Transfer of Control over Telenor Satellite, Inc.



 Telenor Satellite, Inc. Chain of Ownership – Prior to November 15 Pro Forma Transaction


                Kingdom of Norway                           Publicly-Held Shares
                               \                              /
                       53.99% \                              / 46.01%
                                 \                          /
                                            Telenor ASA
                                     /                          \
                        100%     /                                  \   100%
                              /                                 \
  Telenor Satellite Services Holding AS                    Telenor Broadcast Holding AS*
                              \                                 /
                      62.6% \                                  / 37.4%
                                 \                           /
                                Telenor Satellite Services AS*

                                                    100%

                             Telenor Satellite Mobile Ventures AS

                                                   100%

                                  Telenor Satellite Mobile AS

                                                    100%                        Norway

                                                                                 U.S.

                           Telenor Satellite Services Holdings, Inc.

                       100%                                              100%

                  Telenor Satellite, Inc.           Telenor Satellite Services, Inc.




                  * These entities were removed from the TSI ownership chain (see next page).


International Section 214 Notification of Pro Forma Transfer of Control over Telenor Satellite, Inc.


  Telenor Satellite, Inc. Chain of Ownership – After November 15 Pro Forma Transaction



                   Kingdom of Norway                      Publicly-Held Shares
                                  \                          /
                           53.99% \                         / 46.01%
                                    \                     /
                                           Telenor ASA
                                                  |
                                                  | 100%
                                                  |
                               Telenor Satellite Services Holding AS
                                                  |
                                                  | 100%
                                                  |
                               Telenor Satellite Mobile Ventures AS
                                                  |
                                                  | 100%
                                                  |
                                   Telenor Satellite Mobile AS
                                                   |
                                                    | 100%                             Norway
                                                    |                                     U.S.
                                                   |
                              Telenor Satellite Services Holdings, Inc.
                                |                                   |
                          100% |                                    | 100%
                                |                                   |
      Telenor Satellite, Inc.                            Telenor Satellite Services, Inc.


   International Section 214 Notification of Pro Forma Transfer of Control over Telenor Satellite, Inc.


                                    Answers to Questions 14-20

Please note that questions 14-20 were inadvertently filled-in on the electronic form and could not
be reset. These questions do not need to be answered according to the online form because this
is a notification of a pro forma transfer of control. Accordingly, please disregard the answers to
these questions.



Document Created: 2005-12-15 14:41:43
Document Modified: 2005-12-15 14:41:43

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