Attachment 20170718145138-240.p

20170718145138-240.p

SUPPLEMENT

Supplement

2008-12-31

This document pretains to ITC-T/C-20081231-00551 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2008123100551_1577729

Page 1 of 2 JoAnn Sutton W / Py / IViY* From: JoAnn Sutton . mmmcrrtictmmnccim Sent: Wednesday, December 31, 2008 11:08 AM To: Howard Griboff Coe: David Krech; Janeese Parker; JoAnn Sutton Subject: RE: International 214 Authorizations Janeese could not find a copy of the letter so she has gotten the OSEC stamp, making it officially filed today. 1 am giving David a copy for review. From: JoAnn Sutton Sent: Tuesday, December 30, 2008 5:33 PM To: Howard Griboff Co: David Krech; Janeese Parker Subject: FW: International 214 Authorizations Howard, I‘ve asked Janeese to do a search of the log and files to see if we have received the attached communication; she‘ll let me know tomorrow morning. From: Class, Edgar [mailto:EClass@wileyrein.com] Sent: Monday, December 29, 2008 6:54 PM To: David Krech; JoAnn Sutton Ce: Howard Griboff; Rivera, Henry; Delacourt, Scott Subject: International 214 Authorizations Mr. Krech and Ms. Sutton: l am sending you this email at the recormmendation of Howard Griboff. Innovative Communications Corporation (ICC) and its wholly—owned subsidiary Vitelcom Cellular, Inc. hold the International Section 214 Authorizations with the file numbers listed below. On Nov. 19, 2007, the Chapter 11 Bankruptcy Trustee of ICC, Stan Springel, filed the attached Letter with the Commission, among other things, to comply with 47 CFR 63.24, which requires notice to the Commission of any involuntary transfer of control (such as the transfer of control to a bankruptcy trustee). Section III of the Letter (pages 5—6) provides the information required in paragraphs (a) through (d) and (h) of § 63.18 for involuntary transfers of control. The specific authorizations at issue are: (1) ICUSC, Inc., File No. ITC—214—19990330—00206 —— [Please note that IBFS reflects that the licensee of record is ICUSC, Inc. However, in April 2001, there was a pro forma transfer of control from ICUSC to ICC. On 12/19/08, we requested via email that the Commission update IBFS to reflect that Innovative Communication Corporation, not ICUSC, is the licensee of record.] (2) Vitelcom Cellular, Inc., File No. ITC—214—19990330—00207 (3) Vitelcom Cellular, Inc., File No. ITC—214—19930312—00048 We would like to confirm that the Bureau received the Letter giving notice of the involuntary transfer of control to 12/31/2008

Page 2 of 2 Stan Springel as Trustee for the estate of ICC, and that the Letter provided the appropriate notice with re to the above referenced International Section 214 Authorizations. Thank you very much for your assistance. Please let me know if you have any questions. Edgar Class Wiley Rein LLP 1776 K Street NW Washington, DC 20006 t: 202.719.7504 f: 202.719.7049 eclass @wileyrein.com NOTICE: This message (including any attachments) from Wiley Rein LLP may constitute ar at r— client communication and may contain information that is PRIVILEGED and CONFIDEN TIAI Or ATTORNEY WORK PRODUCT. If you are not an intended recipient, you are hereby not fied y dissemination of this message is strictly prohibited. If you have received this message in e1ro ‘, [ do not read, copy or forward this message. Please permanently delete all copies and any attachimen notify the sender immediately by sending an e—mail to Information@wileyrein.com. 12/31/2008

Pro Forma TC—T/C—20081231—800551 A% Hcaugn Corporation aly 56—58 Hill Street Bjerget House ww: ’m NOVATIVE P.O0. Box 1730 St. Croix, U.S. Virgin Islands 00821 Ip Telephone: 340—777—7700 Fax: 340—712—5265 19 November 2007 FILED/ACCEPTED BY HAND—DELIVERY Pnerninliincdiienfandnnnnmmentrmmtnennmmmmmmniinsl AND ELECTRONIC MAIL DEC 3 1 2008 Federal Communications Commission Office of the Secretary Ms. Marlene Dortch Secretary Mr. Fred B. Campbell Chief, Wireless Telecommunications Bureau Ms. Monica Desai Chief, Media Bureau Ms. Helen Domenici Chief, International Bureau Ms. Dana R. Shaffer Chief, Wireline Competition Bureau FEDERAL COMMUNICATIONS COMMISSION 445 12th Street, S.W. Washington, D.C. 20554 Re: Notification of Involuntary Transfers of Control and Assignments in Connection with Appointment of Chapter 11 Trustee in Bankruptcy ofInnovative Communication Corporation and Requests for Associated Waivers Dear Ms. Dortch and FCC Bureau Chiefs: On October 4, 2007, Judge Judith K. Fitzgerald of the U.S. District Court for the Virgin Islands, Division ofSt. Thomas and St. John, Bankruptcy Division, appointed me, Stan Springel, as the Chapter 11 Trustee for the bankruptcy estate of Innovative Communication Corporation ("New ICC"), a Commission licensee and authorization holder as well as the parent company of numerous other

Federal Communications Commission 19 November 2007 Page 2 licensees and authorization holders providing domestic and international wireline and wireless communications andcabletelevision services in the U.S. Virgin Islands. 1 write to you jointly to notify your bureaus, as required by Commission rules, of numerous involuntary transfers of control and assignments effected by my appointment and also to request waivers where necessary of the Commission‘s electronic filing requirements for such notifications, as my staff and I have been unable to obtain all of the necessary passwords for the relevant FCC Registration Numbers ("FRNs") of New ICC and its subsidiaries. Finally, I request that you reset the passwords for those FRNs andprovide me with new initial passwords that would allow me to make the requisite filings. & Background Prior to his personal bankruptcy, Jeffrey J. Prosser was the ultimate owner of a group of companies providing, inter alia, domestic wireline and wireless telecommunications services and cable televisionservices in the U.S. Virgin Islands. Mr. Prosser controlled these businesses through two intermediate holding companies: Innovative Communication Company, LLC ("ICC—LLC") and Emerging Communications, Inc. ("EmCom"), both of which are in bankruptcy. I am also the Chapter 11 Bankruptcy Trustee for these two holding companies. EmCom is the direct parent company of New ICC. New ICC is itself a Commission licensee and authorization holder and wholly owns numerous other Commission licensees, authorization holders, and registrants. The chart in Exhibit A to this letter details the organizational relationships of Mr. Prosser and these entities.‘ A. The Bankruptcies On February 10, 2006, a creditor filed involuntary Chapter 11 petitions in the U.S. Bankruptcy Court for District of Delaware against Jeffrey J. Prosser and two companies owned and controlled by hira, Innovative Communication Company LLC ("ICC—LLC") and Emerging Communications, Inc. ("EmCom"). On July 31, 2006, Mr. Prosser, ICC—LLC, and EmCom filed voluntary Chapter 11 petitions in the U.S. District Court for the Virgin Islands, Division of St. Thomas and St. John, Bankrugtcy Division. The court later ruled that venue should be in the latter court, in the U.S. Virgin Islands. On February 13, 2007, the court granted the U.S. Trustee‘s motion for the appointment of a Chapter 11 trustee in the ICC—LLC and EmCom cases." On March 7, 2007, the court entered an order appointing me as Chapter 11 Trustee for the bankruptcy estates of ICC—LLC and EmCom.* _ In some cases, the licenses, authorizations, and registrations are held by entities the names of which differ slightly from those shown in the organization chart. See Exhibits D—I. I will work with the entities to resoive these inconsistencies and duplications in future filings with the Commission. Order Determining that Venue Is Proper in the District Court for the District of the Virgin Islands, Bankruptcy Division, Case No. 06—30007 (Bankr. V.I., entered Dec. 14, 2006). * Order of Court Granting Motion to Appoint Trustee, Case No. 06—30007 (Bankr. V.I., entered Feb. 13, 2007). Order Appointing Stan Springel as Chapter 11 Trustee, Case No. 06—30007 (Bankr. V.1., entered Mar. 15, 2007), attached as Exhibit B to this letter.

Federal Communications Commission 19 November 2007 Page 3 On September 21, 2007, the court granted an involuntary Chapter 11 petition pending in the U.S. District Court for the Virgin Islands, Division of St. Thomas and St. John, Bankruptcy Division, and placed New ICC in bankruptcy. On October 3, 2007, the court granted a creditor‘s motion for the appointment of a Chapter 11 trustee in the New ICC case." OnOctober 4, 2007, the court entered an order appointing me as Chapter 11 Trusteefor the bankruptcy estate of New ICC.° Notwithstanding numerous objections and appeals by Mr. Prosser, the court‘s appointments of me as Chapter 11 Trustee in the ICC—LLC, EmCom, and New ICC cases remain in force. As the corporate bankruptcies progressed, the court, on October 3, 2007, converted Jeffrey J. Prosser‘s voluntary personal Chapter 11 bankruptcy to an involuntary Chapter 7 liquidation.‘ The court appointed a Chapter 7 Trustee in Jeffrey J. Prosser‘s case, but that Chapter 7 trustee subsequently resigned. Effective October 31, 2007, the court appointed James Carroll as Chapter 7 Trustee of Jeffrey J. Prosser‘s bankruptcy estate." The court has not approved a plan of reorganization in the Chapter 11 cases for ICC—LLC, EmCom, or New ICC. I recognize that Commission consent will almost certainly be required for the consummation of any plan or plans of reorganization and will ensure, as long as I am Chapter 11 Trustee for these estates, that all such Commission requirements be observed. B. The Chapter 11 Trustee In addition to my appointment as Chapter 11 Trustee for the estates of NewICC, ICC—LLC, and EmCom, I am a Managing Director of Alvarez & Marsal, specializing in corporate restructuring and turnaround work. I am a U.S. citizen with my address and principal place of business at: ALVAREZ & MARSAL 100 Pine Street Suite 2200 San Francisco, California 94111 +1 415 490 2300 tel +1 415 §$37 1684 fax sspringel @alvarezandmarsal.com During my administration of the Chapter 11 estates of New ICC, ICC—LLC, and EmCom, I can also be reached at the corporate headquarters of New ICC in St. Croix or the management offices of New ICC in West Palm Beach, Florida: Order Requiring U.S. Trustee to Immediately Appoint a Chapter 11 Trustee, Case No. 07—30012 {entered Oct. 3, 2007). °* Order Approving Selection of Trustee, Case No. 07—30012 (Bankr. V.1., entered Oct. 4, 2007), attached as Exhibit C to this letter. ‘ Order Converting Case to Chapter 7, Case No. 06—30009 (Bankr. V.1., entered Oct. 3, 2007). 8 Order Resolving Trustee Election Dispute, Case No. 06—30009 (Bankr. V.I., entered Oct. 31, 2007).

Federal Communications Commission 19 November 2007 Page 4 INNOVATIVE COMMUNICATION CORPORATION Corporate Headquarters Bjerget House P.O. Box 1730 Christiansted, St Croix USVI 00821 +1 340 777 7700 tel +1 340 777 7701 fax INNOVATIVE COMMUNICATION CORPORATION Management Offices Phillips Points — East Tower 777 South Flagler Drive, Suite 1201—E West Palm Beach, Florida 33401 +1 561 514 0600 tel +1 561 514 0605 fax I am now registered in the Commission Registration System("CORES") as Stan Springel, Chapter 11 Trustee, with the FRN 0017097965 H. Notification of Involuntary Transfers of Control and of an Involuntary Assignment of Domestic Common Carriers Pursuanrt to 47 C.F.R. § 63.03(d) Section 63.03(d)(1) of the Commission‘s rules expressly provides that: [alny party that would be a domestic common carrier under section 214 of the Communications Act of 1934, as amended, is authorized to undertake any corporate restructuring, reorganization or liquidation of internal business operations that does not result in a change in ultimate ownership or control of the carrier‘s lines or authorization to operate, including transfers in bankruptcy proceedings to a trustee or to the carrier itself as a debtor—in—possession. 47 CER. § 63.03(d)(1) (emphasis added). Any party that would be a domestic common carrier under section 214 of the Communications Act of 1934, as amended, must notify the Commission no later than 30 days after control of the carrier is transferred to a trustee under Chapter 7 of the Bankruptcy Code, a debtor—in—possession under Chapter 11 of the Bankruptcy Code, or any other party pursuant to any applicable chapter of the Bankruptcy Code when that transfer does not result in a change in ultimate ownership or control of the carrier‘s lines or authorization to operate. 47 CF.R. § 63.03(d)(2) (emphasis added). My appointment as Chapter 11 Trustee for the estate of New ICC therefore qualifies as a bankruptcy event not resulting in a change in the ultimate ownership

Federal Communications Commission 19 November 2007 Page 5 or control of the domestic common carriers listed in Exhibit D to this letter, and notification pursuant to 47 C.F.R. § 63.03(d) is therefore proper. As required by 47 C.F.R. § 63.03(d)(2), I hereby provide the information requested in 47 C.F.R. §§ 63.04(a)(1) through (a)(4) with respect to the domestic commoncarriers listed in Exhibit D to this letter: (a)(1) Name, address, and telephone numberof applicant: See part L.B above (a)(2) Government, State, or Territory of Organization: Inapplicable for an individual transferee/assignee. Iama U.S. citizen. (a)(3) Contact Information: See part LB above. (a)(4) Ownership Disclosures: As I am an individual serving as a court—appointed Chapter 11 Trustee, 1 have no 10—percent—or—greater direct or indirect owners. III. Notification of Involuntary Transfers of Control and of an Involuntary Assignment of International Section 214 Authorizations Pursuant to 47 C.F.R. §§ 63.24(f) & (g) Pursuant to 47 C.F.R. § 63.24(f), a party may notify the Commission within 30 days of any pro forma transfer of control of an international Section 214 authorization holder or of any pro forma assignment of an international Section 214 authorization. 47 C.F.R. § 63.24(g) of the Commission‘s rules expressly provides that: [i]n the case of an involuntary assignment or transfer of control to: a bankruptcy trustee appointed under involuntary bankruptcy; an independent receiver appointed by a court of competentjurisdiction in a foreclosureaction; or, in the case of death or legal disability, to a person or entity legally qualified to succeed the deceased or disabled person under the laws of the place having jurisdiction overthe estate involved; the applicant must make the appropriate filing no later than 30 days after the event causing the involuntary assignment or transfer of control. 47 C.E.R. § 63.24(g) (emphasis added). My appointment as Chapter 11 Trustee for the estate of New ICC therefore qualifies as a pro forma event, and notification pursuant to 47 C.F.R. § 63.24(f) is therefore proper. As required by 47 C.F.R. § 63.24(f)(2)(i), I hereby provide the information requested in 47 C.F.R. §§ 63.18(a) through (d) and (h) with respect to the international Section 214 authorizations listed in Exhibit E to this letter: (a) Name, address, and telephone number of applicant: see part .B above

Federal Communications Comumission 19 November 2007 Page 6 (b) Government, State, or Territory of Organization: Inapplicable for an individual transferee/assignee. Iam a U.S. citizen. (c) Contact Informaition: see part |.B above (d) Statement re Previous Authority: Ihave not previously received authority under Section 214 of the Communications Act of 1934, as amended (b) Ownership and Interlocking Directorate Disclosures: As I am an individual serving as a court—appointed Chapter 11 Trustee, I have no 10—percent—or—greater direct or indirect owners. I also do not holdany interlockingdirectorates with any foreign carrier. By the signature below, I certify, as required by 47 C.F.R. § 63.24(f)(2)(ii), that the transfers of control of international Section 214 authorization holders Vitelcellular and Vitelcom Cellular, Inc., and the assignment of the international Section 214 authorization of New ICC, were each pro forma and, when taken together with all previous pro forma transactions, do not result in a change in the actual controlling party. IV. Waiver Request with Respect to Satellite Larth Station Authorization Pursuant to 47 C.E.R. § 1.3, I request a waiver of the electronic filing and application requirements in 47 C.F.R. §§ 25.110(b), 25.119(d), and 25.130 with respectto the involuntary transfer of control of the satellite earth station authorization for a common—carrier transmitting earth station operating in the domestic fixed satellite service, as detailed in Exhibit F to this Iletter. Once my staff ~and I obtain the relevant password for the FRN associated with that licensee and license, I will make the necessary electronic filing with FCC Form 312 via the Commission‘s International Bureau Filing System. This waiver request satisfies the requirements for grant as specified in to 47 C.F.R. § 1.3. Good cause exists for grant of a waiver, as I have no reasonable alternative for complying with the requirements of 47 C.F.R. §§ 25.110(b), 25.119(d), and 25.130 absent a waiver. Due to unique and unusual factual circumstances, where those persons who likely would have the relevant FRN passwords are no longer employed or retained by New ICC and its subsidiaries, I have been unable to obtain the relevant passwords. Consequently, application of 47 C.F.R. §§ 25.110(b), 25.119(d), and 25.130 absent a waiver would disserve the purposes of those rules, as the waiver request is made to ensure ultimate compliance with those rules—an outcome that will clearly serve the public interest. ¥. Waiver Request with Respect to Terrestrial Wireless Licenses and an Aeronautical and Fixed License Pursuant to 47 C.F.R. § 1.925, I request a waiver of the electronic filing and application requirements in 47 C.F.R. §§ 1.913(b) and 1.948(g) with respect to the involuntary transfers of control of terrestrial wireless licenses and an aeronautical and fixed license, as detailed in Exhibit G to this letter. Once my staff and I obtain the relevant passwords for the FRNs associated with these licensees

Federal Communications Commission 19 November 2007 Page 7 and licenses, I will make the necessary electronicfilings with FCC Form 603 (for terrestrial wireless licenses) and Form 605 (for the aeronautical and fixed license) via the Commission‘s Universal Licensing System ("ULS"). This waiver request satisfies the requirements for grant as specified in to 47 C.F.R. § 1.925(b)(3). Most critically, I have no other reasonable alternative for complying with the requirements of 47 C.F.R. §§ 1.913(b) and 1.948(g) absent a waiver. Due to unique and unusual factual circumstances, where those persons who likely would have the relevant FRN passwords are no longer emmployed or retained by— New ICC and its subsidiaries, I have been unable to obtain the relevant passwords. Consequently, application of 47 C.F.R. §§ 1.913(b) and 1.948(g) absent a waiver would disserve the purposes of those rules, as the waiver request is made to ensure ultimate compliance with those rules—an outcome that will clearly serve the public interest. VL__ Waiver Request with Respect to Cable Relay Service ("CCARS") Licenses Pursuant to 47 C.F.R. §§ 1.3 and 78.20(b), I request a waiver of the electronic filing and application requirements in 47 C.E.R. §§ 78.20(c) and 78.35(b) with respect to the involuntary transfer of control of the CARS licenses detailed in Exhibit H to this letter. Once my staff and I obtain the relevant password for the FRN associated with that licensee and license, I will make the necessary electronic filing with FCCForm 327 via the Commission‘s Cable Operations and Licensing System ("COALS"). This waiver request satisfies the requirements for grant as specifiedin to 47 C.F.R. §§ 1.3 and 78.20(b). Good cause exists for grant of a waiver, as I have no reasonable alternative for complying with the requirements of 47 C.F.R. §§ 78.20(c) and 78.35(b) absent a waiver. Due to unique and unusual factual circumstances, where those persons who likely would havethe relevant FRN passwords are no longer employed or retained by New ICC andits subsidiaries, I have been unable to obtain the relevant passwords. Consequently, application of §§ 78.20(c) and 78.35(b) absent a waiver would disserve the purposes of those rules, as the waiver request is made to ensure ultimate compliance with those rules—an outcome that will clearly serve the publicinterest. VIL, Waiver Request with Respect to Antenna Structure Registration Pursuant to 47 C.F.R. § 1.3, I request a waiver of the electronic filing and application requirements in 47 C.F.R. § 17.57 with respect to the involuntary transfer of control of the antenna structure registration detailed in Exhibit I to this letter. Once my staff and I obtain the relevant password for the FRN associated with that licensee and license, I will make the necessary electronic filing with FCC Form 854 via the Commission‘s Antenna Structure Registration ("ASR") System. This waiver request satisfies the requirements for grant as specified in to 47 C.F.R. § 1.3. Good cause exists for grant of a waiver, as I have no reasonable alternative for complying with the requirements of 47 C.F.R. § 17.57 absent a waiver. Due to unique and unusual factual circumstances, where those persons who likely would have the relevant FRN passwords are no longer employed or retained by New ICC and its subsidiaries, I have been unable to obtain the relevant passwords.

Federal Communications Commission 19 November 2007 Page 8 Consequently, application of § 17.57 absent a waiver would disserve the purposes of those rules, as the waiver request is made to ensure ultimate compliance with those rules—an outcome that will clearly serve the public interest. For the reasons stated above, I respectfully request that the Commission accept the above—noted notifications of involuntary transfers of control and involuntary assignments of Commissionlicensees, authorization holders, and registrants. I further respectfully request that the Commission grant the above—noted waiver requests and resetthe passwords for the FRNs listed in Exhibits C through H as attached to this letter. Please contact me at the addresses or telephone numbers above should you have any questions or require further information. Respectfully submitted, Chapter 11 Trusteefor the Estates of Innovative Communication Corporation, Innovative Communication Company, LLC, and Emerging Communications, Inc. Attachments ec: Jim Ball (IB) Bill Dever (WCB) Linda Ray (WTB) Stan Scheiner (OGC) Daniel Stewart — Vinson & Elkins LLP James Carroll — Chapter 7 Trustee for the personal estate of Jeffrey Prosser

LIST OF EXHIBITS Organization Chart of Innovative Communication Corporation, Its Owners, and U.S. Operating Subsidiaries Bankruptcy Court Order Appointing Stanley Springel as Chapter 11 Trustee for the Estate of Innovative Communication Corporation Bankruptcy Court Order Appointing Stanley Springel as Chapter 11 Trustee for the Estates of Innovative Communication Company, LLC, and Emerging Communications, Inc. Innovative Communication Corporation and Subsidiaries Relying on Blanket Domestic Wireline Authority in 47 C.F.R. § 63.01 International Section 214 Authorizations Held by Innovative Communication Corporation and Its Subsidiaries Satellite Earth Station Authorization Held by Innovative Communication Corporation Subsidiary Wireless Licenses Held by Innovative Communication Corporation and Its Subsidiaries Antenna Structure Registered by an Innovative Communication Corporation Subsidiary Cable Relay Service Licenses Held by Innovative Communication Corporation Subsidiaries

EXHIBIT A: Organization Chart of Innovative Communication Corporation, Its Owners, and U.S. Operating Subsidiaries

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EXHIBIT B: Bankruptcy Court Order Appointing Stanley Springel as Chapter 11 Trustee for the Estate of Innovative Communication Corporation

IN THE DISTRICT COURT FOR THE VIRGIN ISLANDS DIVISION OF ST. THOMAS AND ST. JOHN, BANKRUPTCY DIVISION In re: : Chapter 11 INNOVATIVE COMMUNICATION CORP., : Case No. 07—30012 (JKF) Debtor. : Related Docs. Nos.: 67, 96, 112 APPOINTMENT OF CHAPTER11 TRUSTEE AND SETTING OF BOND Pursuant to the Order of this Court directing the United States Trustee to appoint a Chapter 11 Trustee, the United States Trustee hereby appoints the following person Chapter 11 Trustee: Stan Springel Alvarez & Marsal 100 Pine Street Suite 2200 San Francisco, CA 94111 Bond is hereby fixed in the amount of $ 100,000.00. This appointment made this 3"" day of October, 2007. DONALD F. WALTON Acting United States Trustee s/ Guy G. Gebhardt GUY G. GEBHARDT Assistant United States Trustee Georgia Bar No. 288550 Office of the U. S. Trustee 362 Richard Russell Bldg. 75 Spring St. SW Atlanta, GA 30303 (404) 331 —4437 Guy.Gebhardt@usdoj.gov

CERTIFICATE OF SERVICE I HEREBY CERTIFYthat a true copy of the above UNITED STATES TRUSTEE‘S APPOINTMENT OF CHAPTER 11 TRUSTEE AND SETTING OF BOND wassent U.S. Mail, properly addressed and with correct postage to the following: Scott C. Shelley, Esq. Daniel J. DeFranceschi, Esq. Shearman & Sterling, LLP Richards Layton & Finger, P. A. 599 Lexington Avenue One Rodrey Square New York, N. Y. 10022 920 North King Street Wilmington, DE 19801 Carol Ann Rich, Esq. Michael J. Lichtenstein, Esq. Dudley Clark & Chan, L.LP. Shulman Rogers Gandal Pordy 720 Estate Thomas & Ecker, P.A. Havensight 11921 Rockville Pike St. Thomas, Virgin Islands 00802 Rockville, MD 20852 Robert F. Craig, Esq. Thomas Alkon, Esq. Robert F. Craig, PC Thomas Alkon, P. C. 1321 Jones Street 2115 Queen Street Omaha, NE 68102 Christiansted, St. Croix USVI 00820 George W. H. Phillips, Esq. William R. Greendyke, Esq. Department of Justice Fulbright & Jaworski, LLP Attorney General Office 1301 McKinney, Suite 5100 GERS Bldg., 2"" Floor Houston, TX 77010—3095 St. Thomas, VI 00802 Gregg M. Galardi, Esq. Gregory H. Hodges, Esq. Skadden, Arps, Slate, Meagher & Flom LLP Dudley Topper & Feuerzeig, LLP One Rodney Square 1000 Frederiksbeg Gade P. 0. Box 636 P. 0. Box 756 Wilmington, DE 19899—0636 St. Thomas, VI 00804 (continued on following page)

Kevin A. Rames, Esq. James Eggeman 2111 Company Street Assistant General Counsel Suite 3 Pension Benefit Guaranty Corporation St. Croix, VI 00820 Office of the Chief Counsel 1200 K Street, NW., Suite 340 Washington, D.C. 20005—4026 Jeffrey R. Gleit, Esq. Adam Hoover, Esq. Kasowitz, Benson, Torres & Friedman, LLP P. 0. Box 24342 1633 Broadway Christiansted, VI 00824 New York, N.Y. 10019 Done this 3day of October, 2007. By:_s/ Guy G. Gebhardt Guy G. Gebhardt Assistant United States Trustee

EXHIBIT C: Bankruptcy Court Order Appointing Stanley Springel as Chapter 11 Trustee for the Estates of Innovative Communication Company, LLC, and Emerging Communications, Inc.

IN THE DISTRICT COURT OF THE VIRGIN ISLANDS BANKRUPTCY DIVISION DIVISION OF ST. THOMAS AND ST. JOHN In Re: Emerging Communications, Inc. Bankruptcy No. 06—30007 Debtor Chapter 11 Related to Dkt. No. 484, U.S. Trustee Application for Approval of Appointment of Chapter 11 Trustee Innovative Communication Company, LLC Bankruptcy No. 06—30008 Debtor Chapter 11 Related to Dkt. No. 464, U.S. Trustee Application for Approval of Appointment of Chapter 11 Trustee Jeffrey J. Prosser Bankruptcy No. 06—30009 Debtor ORDER APPOINTING STAN SPRINGEL AS CHAPTER 11 TRUSTEE AND NOW, this 15°" day of March, 2007, WHEREAS this court held a hearing on the above matters; WHEREAS counsel for the Public Service Commission ("PSC") represented to the court that the chairperson for the PSC sent, but did not file in any of these bankruptcy cases, a letter with respect to the PSC‘s position on appointment of a Chapter 11 Trustee; WHEREAS this court did not receive the letter; WHEREAS counsel for the PSC represented to the court that he would fax the letter to Chambers so that the court could review the letter before issuing this order; WHEREAS when the court did not receive the letter several hours after the hearing and placed a telephone call to counsel for the PSC with respect to same; WHEREAS over 24 hours have passed and counsel for the PSC has not faxed the letter

and the court has not been provided same fromany other source; It is ORDERED, for the reasons expressed on the record at the hearing on March 14, 2007, that Stan Springel of Alvarez & Marsal, 100 Pine Street, Suite 2200, San Francisco, California, 94111, is appointed Chapter 11 Trustee in the above—captioned cases and shall embark upon his statutory duties immediately. It is FURTHER ORDERED that Mr. Springel shall perform all duties under 11 U.S.C. §1106 and in accordance with the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, applicable Local Rules, and orders of this court, including but not limited to the Case Management and Administrative Fee Orders, and that he shall take cognizance ofand comply with the regulatory authority of the Public Services Commission of the Virgin Islands insofar as it is applicable to the nondebtor utility(ies). It is FURTHER ORDERED that Debtors, including Debtor Jeffrey Prosser, Case No. 06—30009, shall cooperate with the Trustee and shall cause nondebtor entities whose influence in these cases is critical to the reorganization of these cases to cooperate with the Trustee as well. It is FURTHER ORDERED that on or before April 26, 2007, the Trustee file a business plan, which, upon motion, may be filed under seal pursuant to the procedures in the Case Management Order in effect in these cases. The Trustee must serve same on counsel for the following parties: all Debtors, the Greenlight Entities, the RTFC, the U.S. Trustee, and the Public Services Commision of the Virgin Islands. It is FURTHER ORDERED that if the Trustee files the business plan under seal, counsel for Debtors, the Greenlight Entities, the RTFC, the U.S. Trustee, and the Public Services Commision of the Virgin Islands and the entities themselves shall maintain strict confidentiality with respect to the contents of same.

It is FURTHER ORDERED that counsel for Debtors shall serve a copy of this Order on all creditors and parties in interest who do not receive electronic notice ofits entry. Tudith K. Fitzgerald VY rmab United States Bankruptcy Judge

Exhibit D: Innovative Communication Corporation and Subsidiaries Relying on Blanket Domestic Wireline Authority in 47 C.F.R. § 63.01 NAME OF REGISTRANT, LICENSEE, OR AUTHORIZATION FCC REGISTRATION HOLDER NUMBER ("FRN") ICC Long Distance, Inc., d/b/a Innovative Long Distance 0007452154 Innovative Business Systems 0010547016 Innovative Communication Corporation 0004556197 Innovative Long Distance, Inc. 0007452154 Virgin Islands Telephone Corp. d/b/a Innovative Telephone 0004555595

Exhibit E: International Section 214 Authorizations Held by Innovative Communication Corporation and Its Subsidiaries NAME OF REGISTRANT pecisyratION OR AUTHORIZATION NUMBER AUTHORIZATION (BY FILE NUMBER) HOLDER ie s3 ("FRN") Innovative Communication 0004556197 e ITC—214—19990330—00206 (international facilities— Corp. based and resale authority); pro forma assignment from ICUSC, Inc., to Innovative Communication Corp. notified to FCC on April 13, 2001 Vitelcellular None e ITC—214—19990330—00207 (international facilities— based and resale authority) ViteIcom Cellular, Inc., 0005087002 e ITC—214—19930312—00048 (previously ITC 93—137) d/b/a Innovative Wireless (mistyped in (international resale authority; listed incorrectly in some FCC FCC database as Vitalcom Cellular, Inc.) records as 0005087020)

Exhibit F: Satellite Earth Station Authorization Held by Innovative Communication Corporation Subsidiary Fec Ng‘:‘{' EAS}:HROEIg'ZTT'?SnT REGISTRATION AUTHORIZATION HOLDER NUMBER crogs (BY CALL SIGN AND FILE NUMBER) ("FRN®) Caribbean 00049983159 e WW24 (File Nos. SES—RWL—20000327—00502, SES— Communications Corp. RWL—19900403—01619, SES—LIC—19800307—00973, & d/b/a Innovative Cable TV SES—LIC—19800307—00205) d/b/a St. Thomas—St. John Cable TV

Exhibit G: Wireless Licenses Held by Innovative Communication Corporation and Its Subsidiaries NAME OF REGISTRANT, FCC LICENSEE, OR REGISTRATION WIRELESS LICENSES AND AUTHORIZATIONS (BY AUTHORIZATION NUMBER CALL SIGN) HOLDER ("FRN") Atlantic Aircraft, Inc. 0007485691 e WMU3 (AF—aeronautical and fixed) Emerging 0015027667 e None; FRN held for purposes of Form 602 ownership Communications, Inc. disclosures Innovative Cable TV St. 0007782808 e WPAP546 (IG—industrial/ business pool, Croix conventional) Innovative Communication 0015027691 e None; FRN held for purposes of Form 602 ownership Company, LLC disclosures Innovative Communication 0004556197 e KNLG242 (CW—PCSbroadband) Corp. e WLS588 (CF—common carrierfixed point—to—point microwave) e WLS592 (CF—common carrierfixed point—to—point microwave) e WLS596 (CF—common carrier fixed point—to—point microwave) e WLV592 (CF—common carrier fixed point—to—point microwave) e WMJI245 (CF—common carrier fixed point—to—point microwave) e WMJI246 (CF—common carrier fixed point—to—point microwave) e WQG2832 (AW—advanced wireless services) e WQG2833 (AW—advanced wireless services) Innovative Communication 0015029952 e None; FRN held for purposes of Form 602 ownership Subsidiary Company, LLC disclosures Jeffrey J. Prosser 0015029978 e None; FRN held for purposes of Form 602 ownership disclosures Virgin Islands Telephone 0004555595 e KNKI 943 (CD—paging and radiotelephone) _Cr:olrp'r?/b/a Innovative e WHE585 (CF—common carrier fixed point—to—point peSpnons microwave) e WWT6O (CF—common carrier fixed point—to—point microwave) e WWY43 (CF—common carrier fixed point—to—point microwave) e WXN512 (IG—industrial/business pool, conventional) ViteIcom Cellular, Inc., 0005087002 e KNKN845 (CL—cellular) d/b/a Innovative Wireless (mistyped in e KNKN846 (CL—cellular) some FCC records as 0005087020)

Exhibit H: Antenna Structure Registered by an Innovative Communication Corporation Subsidiary roc . REGISTRATION AUTHORIZATION NAME OF REOISTRANT NUMBER (“FRN”) (BY REGISTRATION AND FILE NUMBER) Caribbean 0004998159 e Registration 1018421 (File No. A0022081) Communications Corp. d/b/a Innovative Cable TV d/b/a St. Thomas—St. John Cable TV


Document Created: 2019-05-29 09:07:46
Document Modified: 2019-05-29 09:07:46
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