Attachment April 17 2007 Letter

This document pretains to ITC-T/C-20061215-00575 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2006121500575_567975

  HOGAN &                                                                      colmese ©
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March 12, 2007                                                                  Karis A. Hastings
                                                                                Counsel
                                                                                +1,202.637.5767
                                                                                kahastings@hhlaw.com




BY HAND DELIVERY AND ELECTRONIC FILING

Ms. Marlene H. Dortch
Secretary
Federal Communications Commission
445 12th Street, S.W.
Washington, D.C. 20554

Re:   Telenor ASA, Transferor, and Inceptum 1 AS, Transferee, Consolidated Application for
      Consent to Transfer ofControl and Petition for Declaratory Ruling,
      IB Dkt No. 06—225, FCC File Nos. ISP—PDR—20061129—00017, et al.

      FTMSC US, LLC, Amendments to Applications for Section 214 Authority andfor Earth
      Station Licenses, Requests for Special Temporary Authority, and Petition for Declaratory
      Ruling, File Nos. ITC—AMD—20060804—00288, SES—AMD—20060804—01315,
      ITC—STA—20070301—00092, SES—STA—20070216—00243, & ISP—PDR—20060804—00010

      Response to Questions and Notification Pursuant to Section 1.65

Dear Ms. Dortch:

       Inceptum 1 AS ("Inceptum") and MobSat S.A.S. ("MobSat"), by their attorneys and
pursuant to Section 1.65 of the Commission‘s rules, 47 C.F.R. § 1.65, hereby respond to the
Commission‘s questions and supplement the record in the above—referenced proceedings to
provide additional information regarding the ownership of Inceptum and MobSat. Because
Inceptum and MobSat are under common ultimate ownership and control, we are presenting the
information about both entities in a single filing.

        Attached to this letter is an appendix that answers the specific questions regarding the
parties‘ ownership that the Commission staff sent on March 1, and provides additional
supplemental information regarding the ownership of Inceptum and MobSat. In addition, where
appropriate, we have attached updated versions of the exhibits that were submitted with the
applications in the above—referenced proceedings.


Ms. Marlene H. Dortch
March 12, 2007
Page 2




         Please refer any questions regarding these materials to the undersigned.

                                              Respectfully submitted,


                                               )/o e fr*——
                                              Peter A. Rohrbach
                                              Karis A. Hastings
                                              Hogan & Hartson L.L.P.
                                              555 13tD Street, N. W.
                                              Washington, D.C. 20004
                                              Phone: 202—637—5600
                                              Fax: 202—637—5910

                                              Counsel for Inceptum 1 AS and MobSat S.4.8,

Enclosures

ce:      David Krech
         Susan O‘Connell
         Cara Grayer
         Counsel for Inmarsat. Inc.
         Counsel for Mobile Satellite Ventures Subsidiary LLC


                                           APPENDIX


I.             OVERVIEW

        As described in the pending applications for transfer of control and petition for
declaratory ruling, Inceptum 1 AS (“Inceptum”), which is seeking Commission consent to
acquire Telenor Satellite Services AS (“TSS”) and its indirect wholly owned FCC-authorized
subsidiaries, is ultimately owned by three entities. Apax France VI FCPR, a fonds commun de
placement à risques incorporated under French law (“Apax France VI”), holds 72% of the share
capital and voting rights of Inceptum. Amboise Investissement SCA (“Amboise”) and Altamir
& Cie SCA (“Altamir”) hold respectively 20% and 8% of the share capital and voting rights of
Inceptum.1 Similarly, MobSat S.A.S. (“MobSat”), which has acquired control of FTMSC US,
LLC (“FTMSC”), is owned by Apax France VI, Amboise, and Altamir, each of which holds the
same percentage investment in MobSat as it does in Inceptum.2

        The information provided in this Appendix updates and supplements the information
previously submitted to the Commission in the Inceptum Consolidated Application and in the
MobSat Applications, MobSat Supplement and pending FTMSC requests for special temporary
authority, File Nos. ITC-STA-20070301-00092 and SES-STA-20070216-00243.

II.            ANSWERS TO COMMISSION QUESTIONS CONCERNING
               INCEPTUM AND MOBSAT OWNERSHIP

       Answers to the Commission staff’s questions regarding the ownership of Inceptum and
MobSat are provided below. There is substantial overlap between the information sought in the
two sets of questions. To simplify matters, we are providing a single answer where the
information sought is substantially the same.

Inceptum Question 1:
Please provide the equity interest, if any, that each general partner holds in Apax France VI,
Amboise and Altamir.



1
       Telenor ASA, Transferor, and Inceptum 1 AS, Transferee, Consolidated Application for
Consent to Transfer of Control and Petition for Declaratory Ruling, IB Dkt No. 06-225, FCC
File Nos. ISP-PDR-20061129-00017, et al. (“Inceptum Consolidated Application”) at 5-6. At
the time the application was filed, Apax France VI, Amboise and Altamir were direct
shareholders of Inceptum. The application, however, contemplated the creation of intermediate
holding companies through which the Inceptum shares would be held. As discussed below, these
holding companies have now been established, and the Inceptum shares are currently held
through this holding company structure.
2
       See Amendment to Application for Section 214 Authority, File No. ITC-AMC-
20060804-00388, Amendment to Earth Station Application, File No. SES-AMD-20060804-
01315, and Petition for Declaratory Ruling, File No. ISP-PDR-20060804-00010 (collectively,
the “MobSat Applications”); Letter of William K. Coulter to Marlene H. Dortch dated Sept. 7,
2006 providing supplemental information (“MobSat Supplement”).
                                                1



Document Created: 2007-04-17 17:21:46
Document Modified: 2007-04-17 17:21:46

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