Attachment Combined Application

This document pretains to ITC-T/C-20101209-00480 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2010120900480_856288

                         FRIEND, HUDAK & HARRIS, LLP
                                  ATTORNEYS AT LaAw
                                      sUITE 1450
                                 THREE RAVINIA DRIVE
                                ATLANTA, GEORGIA 30346—2117

                                           (770) 399—9500

                                      FACSIMILE (770) 895—0000

                                         EMAIL: fh2@fh2.com

                                                                        Writer‘s email: chudak@fh2.com




                                        December 9, 2010

VIA OVERNIGHT DELIVERY

Marlene H. Dortch, Secretary
Federal Communications Commission
c/o U.S. Bank — Government Lockbox # 979091
SL—MO—C2—GL             j
1005 Convention Plaza
St. Louis, MO 63101
Attention: FCC Government Lockbox

       Re:     Voicecom Telecommunications, Inc. and Amvensys Telecom Holdings, LLC—Joint
               Application For Approval to Transfer Control of Domestic and International Section
               214 Authorization


Dear Ms. Dortch:

        On behalf of Voicecom Telecommunications, Inc. ("Voicecom") and Amvensys Telecom
Holdings, LLC ("Amvensys"), enclosed please find an original and six (6) copies of an application
for approval to transfer control of Voicecom to Amvensys, and thereby indirectly transfer control of
Voicecom‘s Section 214 authorized subsidiary, Voicecom Telecommunications, LLC. Also
enclosed is a completed Fee Remittance Form 159 for payment in the amount of $1,015.00 to the
Federal Communications Commission, which satisfies the filing fee required for this Application
under 47 CFR § 1.1105. Streamlined processing is requested pursuant to Section 63.03 of the
Commission‘s rules.

       Pursuant to Section 63.04(b) of the Commission‘s rules, this Application is submitted as a
combined domestic and international Section 214 application ("Combined Application"). The
Combined Application is simultaneously being filed with the International Bureau, in accordance
with the Commission‘s rules, via the International Bureau Filing System.


FRIEND, HUDAK & HARRIS, LLP
       ATTORNEYS AT LAW


    Marlene H. Dortch, Secretary
    Federal Communications Commission
    December 9, 2010
    Page 2


           Please date—stamp the enclosed extra copy of this filing marked "COPY" and return it in the
    envelope provided. If there are any questions concerning this letter, please contact the undersigned at
    (770) 399—9500 or via email at chudak@fh2.com. Thank you for your assistance.


                                                       Very Truly Yours,




                                                       Charles A. Hudak
                                                       Counsel for Voicecom Telecommunications,
                                                       Inc., Voicecom Telecommunications, LLC, and
                                                       Amvensys Telecom Holdings, LLC

    CAH/jwh
    ce:  Daniel E. Mell
         Chief Financial Office
           Voicecom Telecommunications, Inc.

           Z. Ed Lateef
           Chief Executive Officer
           Amvensys Telecom Holdings, LLC


  READ INSTRUCTIONS CAREFULLY                                                                                                                                     Approved by OMB
  BEFORE PROCEEDING                                          FEDERAL COMMUNICATIONS COMMISSION                                                                            30600589
                                                                REMITTANCE ADVICE                                                                                    Page No_! of2
                                                                        FORM 159
(1) LOCKBOX #                                                                                                                 ~SPECIALUSEONLY_
    979091                                                                                                                  : FCC USEONLY

                                                                   SECTION A— PAYER INFORMATION
(2) PAYER NAME (if paying by credit card enter name exactly as it appears on the card)                       (3) TOTAL AMOUNTPAID (U.. Dollars and cents)
Friend, Hudak & Harris, LLP                                                                                  $1,015.00
(4) STREET ADDRESS LINE NO.1
Three Ravinia Drive
(5) STREET ADDRESS LINE NO. 2


(6) CITY                                                                                                        (7) STATE         (8) ZIP CODE
Atlanta                                                                                                          GA                            30346
(9) DAYTIME TELEPHONE NUMBER (include arca code)                                          (10) COUNTRY CODE (if not in U.8.A.)
{770) 399—9500
                                                            FCC REGISTRATION NUMBER (FRN) REQUIRED
                                                                                                                        nmmmmssmessmmummnmmmmmrmmmmnsmsnsmmmsmmmumsmmmmmmesmmumd
(11) PAYER (FRN)                                                                          (12) FeeUsR ON
0014608731                                                                                  O            '
                                  IF MORE THAN ONE APPLICANT, USE CONTINUATION SHEETS (FORM 159—C)
                     COMPLETE SECTION BELOW FOR EACH SERVICE, IF MORE BOXES ARE NEEDED, USE CONTINUATION SHEET
(13) APPLICANT NAME

Voicecom Telecommunications, Inc.
(14) STREET ADDRESS LINE NO.1

5900 Windward Parkway
(15) STREET ADDRESS LINE NO. 2
Suite 500
(16) CITY                                                                                                        (17) STATE       (18) ZIP CODE
Atlanta                                                                                                          GA                            30005
(19) DAYTIME TELEPHONE NUMBER (include area code)                                         (20) COUNTRY CODE (if not in U.S.A.)
(770) 325—8000
                                                            FCC REGISTRATION NUMBER (FRN) REQUIRED
(21) APPLICANT (FRN)                                             (22)FCC USE ONLY
0020389805                                                      s                 —         L200       :
                                    nommemsssmemen                                                                                       m
                    COMPLETE SECTION C FOR EACH SERVICE, IF MORE BOXES ARE NEEDED, USE CONTINUATION SHEET
(23A) CALL SIGN/OTHER ID              (24A) PAYMENT TYPE CODE                       (25A) QUANTITY
                                                        CUT                                                          1
(26A) FEE DUE FOR (PTC)                               (27A) TOTAL FER                                                rCCUSEONLY
$1,015.00                                                                                $1,015.00                                  O
                                                                                                                                     ue
(28A) FCC CODE 1                                                                     (29A) FCC CODE 2

(23B) CALL SIGN/OTHER ID                              (24B) PAYMENT TYPE CODE                                        (25B) QUANTITY

                                                                                                                            nommmmennmmmmmmemennemmennmnnnnenmmmmenmmenmnmemmmemennmmmmnl
(26B) FEE DUE FOR (PTC)                               (27B) TOTAL FEE                                                  FrCCUsE            :                 e               s

(28B)FCC CODE 1                                                                      (29B) FCC CODE 2

                                                                      SECTION D — CERTIFICATION
CERTIFICATION STATEMENT
I,                                             , certify under penalty ofperjury that the foregoing and supporting informationis true andcorrect to
the best of my knowledge, information and belicf.

SIGNATURE                                                                                                     DATE__

                                                        SECTIONE — CREDIT CARD PAYMENT INFORMATION
                                                 MASTERCARD______           VISA______       AMEX______ DISCOVER______
ACCOUNT NUMBER                                                                                 EXPIRATION DATE __________________________
I hereby authorize the FCC to charge my credit card for the service(s)/authorization herein described.

SIGNATURE                                                                                                     DATE

                                                     SEE PUBLIC BURDEN ON REVERSE                                 FCC FORM 159                                     FEBRUARY 2003


                                                                                                                                                    Approvedby OMB
                                                                                                                                                             3060—0589
                             FEDERAL COMMUNICATIONS COMMISSION                                                           (sSPECIALUSE |                       is
                       REMITTANCE ADVICE (CONTINATION SHEET)                                                             e
                                             FORM 159—C                                                                  Trecuseoncy _

                                             Page No 2 of‘g
                                       USE THIS SECTION ONLY FOR EACH ADDITIONAL APPLICANT
                                          SECTION BB — ADDITIONAL APPLICANT INFORMATION
(13) APPLICANT NAME
Amvensys Telcom Holdinas, LLC
(14) STREET ADDRESS LINE NO.1                                                                                                                                          I

 1330 Capital Parkway
(15) STREET ADDRESS LINE NO. 2                                                                                                                                           |

(16) CITY                                                                                            (17) STATE        (18) ZIP CODE

 Carroliton                                                                                           TX                             75006
(19) DAYTIME TELEPHONE NUMBER (include area code)                            (20) COUNTRY CODE (if not in U.S.A.)

 (972) 488—5500
                                               FCC REGISTRATION NUMBER (I?RN) REQUIRED
                                                                                   mensmmnmmmmmmemmmsesemeesemmmmmmsennemmnmmmmmensesmeemenmmenemmemmmmmemenmersemmennes
(21) APPLICANT (FRN)                                              ;@2) FCC USE ONLY _            .       O                   Dss                                  O

 0020383865                                                                                                                  s
                  COMPLETE SECTION C FOR EACH SERVICE, IF MORE BOXES ARE NEEDED, USE CONTINUATION SHEET
(3A) CALL SIGN/OTHER iD           | cCansrayMENTyPE copE                         (25A) QUANTITY

(26A) FEE DUE FOR (PTC)                  (27A) TOTAL FEE                                                  ~TCC USEONLY

(28A) FCC copE I                                                        (29A) FCC copE 2                                                           "*

(23B) CALL SIGN/OTHER ID                 (24B) PAYMENT TYPE CODE                                          (25B) QUANTITY

(26B) FEE DUE FOR (PTC)                  (278) TOTAL FEE                                                  ~FCCUsEONLY— _

(23mFCC CODE 1                                                          (29B) Fee copE 2

(230) CALL siGNroThER iD                 CIC)PAYMENT TYPE CODE                                             3O QUaANTTTY

(26C) FEE DUE FOR(PTC)                   (27€) TOTAL FEE                                                 " recusEonLy __ _____ _

(28C) FCC copE I                                                        (29C)FCC cOpE 2

(23D) CALL SIGN/OTHER 1D                | CaD) PAYMENT TYPE CobE                                           (25D) QUANTITY
             mm                                                                                                          _




(26D) FEE DUE FOR (PTC)                  (27D) TOTAL FEE                                                  : FCC USEONLY |


(28D)FCC CODE I                                                         (29D) FCC CODE 2

(23E) CALL SIGN/OTHER ID                | @4B)PAYMENT TYPECODE                                            (25E) QUANTITY

(262) FEE DUE FOR (PTC)                  (2782) TOTAL FEE                                                   FCcusEonty

(28E) FCC COpE1                                                         (298B) FCC COpE 2

(23F) CALL SIGN/OTHER ID                 CBP rAYMERNT IYPE CODB                                           (25F) QUANTITY

(26F) FEE DUE FOR (PTC)                  (27F) TOTAL FEE                                                    ree uss QNLY mmmmmmmmmmmumemmmmm


(28mFCC CcopE 1                                                          (29F) PCC COpE 2

                                        SEE PUBLIC BURDEN ON REVERSE                                   FCC FORM 159—C                               FEBRUARY 2003


                                             Before the
                      FEDERAL COMMUNICATIONS COMMISSION
                                      Washington, D.C. 20554




                                                      N N/ N N NNN NNN NT NV N/ N
In the Matter of the Application of

Voicecom Telecommunications, Inc.,
                       Transferor,                                                  File No. ITC—T/C—2010—
and
                                                                                    WC Docket No. 10—
Amvensys Telecom Holdings, LLC,
                  Transferee,

Joint Application for Approval to Transfer
Control of Domestic and International
Section 214 Authorization




                 JOINT APPLICATION FOR TRANSFER OF CONTROL

1.      INTRODUCTION

       A.      Summary of Transaction

       Voicecom Telecommunications, Inc. ("Voicecom") and Amvensys Telecom Holdings, LLC

("Amvensys") (together, the "Applicants"), through the undersigned counsel and pursuant to Section

214 of the Communications Act of 1934, as amended, 47 U.S.C. § 214 (the "Act"), and Sections

63.04 and 63.24 of the Commission‘s Rules, 47 C.F.R. §§ 63.04, 63.24, respectfully request

approval to transfer control of the domestic and international Section 214 authorization held by

Voicecom‘s operating subsidiary, Voicecom Telecommunications, LLC ("Voicecom Operating").

       The transfer of control will result from the merger of Amvensys‘ subsidiary Amvensys

Acquisition Company LLC ("MergerCo") with Voicecom, with Voicecom continuing as the

surviving corporation. Corporate organization charts depicting the respective corporate structure of

Voicecom and Amvensys prior to and following the acquisition are attached hereto as Exhibit A.


           B.      Application Eligible for Streamlined Processing

           This Application is eligible for streamlined processing pursuant to Section 63.03 and 63.12

of the Commission‘s Rules, 47 C.F.R. §§ 63.03, 63.12. With respect to domestic authority, this

Application is eligible for streamlined processing pursuant to Section 63.03(b)(2)(i) because,

immediately following the consummation of the transaction: (1) Applicants and their affiliates (as

defined in Section 153(1) of the Act, hereafter "Affiliates"), will hold less than a ten percent (10%)

share of the interstate, interexchange market; (2) Applicants and their Affiliates will provide

competitive telephone exchange services or exchange access services, if at all, only in geographic

areas served by a dominant local exchange carrier (none of which is a party to the transaction); and

(3) neither of the Applicants nor any of their respective Affiliates is dominant with respect to any

service.

           With respect to international authority, this application is eligible for streamlined processing

pursuant to Section 63.12(a) and (b) because: (1) neither ofthe Applicants nor any of their respective

Affiliates is affiliated with a foreign carrier in any destination market; and (2) neither of the

Applicants nor any of their respective Affiliates is affiliated with any dominant U.S. carrier whose

service Applicants seek authority to resell.

II.    DESCRIPTION OF THE APPLICANTS

       A.         Voicecom Telecommunications, Inc. (Transferor)

       Voicecom is a Delaware corporation headquartered at 5900 Windward Parkway, Suite 500,

Atlanta, Georgia 30005 and is the corporate parent of Voicecom Operating. Through Voicecom

Operating, Voicecom provides calling card services, which provide traditional long distance calling

along with additional features such as voicemail, facsimile mail, voicemail and facsimile store—and—

forward messaging, and "find me" and "follow me" services, as well as conference calling, voice


messaging, and interactive voice response and other call answering applications, primarily to

business customers throughout the United States.

        B.      Amvensys Telecom Holdings, LLC (Transferee)

        Amvensys is a Texas limited liability company headquartered at 1330 Capital Parkway,

Carrollton, Texas 75006. Amvensys, by and throughits Affiliates, is a leading provider of business

process outsourcing services, including receivables and document management services, database

services, bill payment and payment processing services, and third party verification services, to

companies in the energy, cable television and telecommunications industries.

III.    DESCRIPTION OF THE TRANSACTION

        Amvensys and Voicecom have recently entered into an Agreement and Plan of Merger

("Agreement"), pursuant to which Voicecom will become a direct, wholly owned subsidiary of

Amvensys. Under the terms of the Agreement, which was approved by the boards of directors of

both companies, Amvensys will acquire the stock of Voicecom in exchange for a combination of

cash and notes payable to Voicecom‘s shareholders. As a result of the merger, Voicecom Operating

will become an indirect, wholly owned subsidiary of Amvensys. Corporate organization charts

depicting the respective corporate structures of the parties prior to and immediately following the

merger, as well as a diagram illustrating the merger, are attached hereto as Exhibit A.

       The proposed merger does not involve the assignment of any Section 214 authorizations, nor

does it involve the transfer of any customers between Voicecom Operating and any Affiliate of

Amvensys. Immediately following consummation ofthe merger, the Section 214 authorizations will

remain held by the same entity — Voicecom Operating — that held the Section 214 authorizations

prior to consummation of the transaction. Voicecom Operating will continue to provide service to

its existing customers under its existing name, with no change in the rates or terms and conditions of


service as a result of the merger. Accordingly, the proposed transfer of control will be transparent to

Voicecom Operating‘s customers in terms ofthe services they receive. Consummation of the

transaction is contingent upon receipt of certain regulatory approvals, and satisfaction of customary

closing conditions.

IV.     PUBLIC INTEREST CONSIDERATIONS

        The proposed transaction will serve the public interest. Amvensys and its Affiliates have the

financial, technical and marketing capabilities to allow Voicecom and Voicecom Operating to

maintain and improve their positions as competitors in the marketplace for long distance calling

card, voice messaging, and conference calling services, as well as for interactive voice response and

other call answering applications.

       The complementary product sets of the companies should position Amvensys to realize cost

savings and achieve synergies that are expected to increase its ability to enhance its overall service

offerings and to allow the provision of communications services to a broader customer base.

Specifically, the transaction will provide both companies with new and additional customer

relationships and create opportunities for both companies to offer additional products and services to

each other‘s customers. In addition, the merged company will be able to bring new services and

products to the marketplace more quickly than either could do separately.

       Although Amvensys‘ acquisition of Voicecom will result in a change in the ultimate

ownership and control of Voicecom Operating, no transfer of Section 214 authorization, assets, or

customers will occur as a result of the transfer of control. Immediately following consummation of

the merger, Voicecom Operating will continue to provide service to its customers pursuant to its

existing authorization, with no change in the rates or terms and conditions ofservice as currently


provided. The transfer of control will be transparent to Voicecom Operating‘s customers in terms of

the services they currently receive.

       In sum, the combination of Amvensys and Voicecom is expected to create opportunities for

customers of both companies and to provide shareholders with significant value, which ultimately

will enhance the quality and variety of telecommunications products and services offered in the

marketplace. Grant of this Application will therefore serve the public interest.

v.     INFORMATION REQUIRED BY SECTION 63.24(e)

       Pursuant to Section 63.24(e)(2) of the Commission‘s Rules, 47 C.F.R. § 63.24(e)(2),

Applicants submit the following information required under paragraphs (a) through (d) and (h)

through (p) of Section 63.18 in support of this Application:

       63.18(a)        Name, address and telephone number of each Applicant:

       Transferor:     Voicecom Telecommunications, Inc.
                       5900 Windward Parkway
                       Suite 500
                       Atlanta, Georgia 30005
                       Tel: {(770) 325—8000

       Transferee:      Amvensys Telecom Holdings, LLC
                       1330 Capital Parkway
                       Carrollton, Texas 75006
                       Tel: (972) 488—5500

       63.18(b)        Government, state or territory under the laws of which each corporate
                       or partnership Applicant is organized:

       Transferor:     Voicecom is a corporation organized under the laws ofthe State of Delaware.

       Transferee:    Amvensys is a limited liability company organized under the laws of Texas.

       63.18(c)       Name, title, post office address, and telephone number of the officer or
                      contact point of each Applicant to whom correspondence concerning the
                      Joint Application is to be addressed:

       Transferor:    Daniel E. Mell
                      Chief Financial Officer


              Voicecom Telecommunications, Inc.
              5900 Windward Parkway
              Suite 500
              Atlanta, Georgia 30005
              Tel: (770) 325—8000

              With a copy to:

              Charles A. Hudak
              Jon C. Martin
              Friend, Hudak & Harris, LLP
              Three Ravinia Drive, Suite 1450
              Atlanta, Georgia 30346
              Tel: (770) 399—9500

Transferee:   Steven D. Williams
              Amvensys Telecom Holdings, LLC
              1330 Capital Parkway
              Carrollton, Texas 75006
              Tel: (972) 488—5500

63.18(d)      Statement as to whether the Applicants have            previously received
              authority under Section 214 of the Act:

Transferor:   Voicecom does not hold any domestic or international Section 214 authority.
              Voicecom Operating previously received authority from the Commission to
              provide resold international telecommunications services pursuant to File No.
              ITC—214—20020509—00226. Voicecom Operating also is authorized by the
              Commission to provide domestic interstate telecommunications services
              pursuant to a blanket license provided under Section 63.01(a) of the
              Commission‘s Rules.

Transferee:   Amvensys does not nor do any Affiliates of Amvensys hold any domestic or
              international Section 214 authority.

63.18(b)      Name, address, citizenship and principal business of any person or entity
              that directly or indirectly owns at least ten percent of the equity of the
              Transferee:

              The following persons or entities own ten percent (10%) or more of the
              equity of Amvensys:
                                                  Percentage                 Principal
              Name/Address                          Ownership      Citizenship     Business
              Z. Ed Lateef                          100%           U.S.            Telecom

              Amvensys has no interlocking directorates with a foreign carrier.


63.18(i)   Certification as to whether or not Transferee is, or is affiliated with, a
           foreign carrier:

           Amvensys certifies that it is not a foreign carrier, and it is not affiliated with a
           foreign carrier.

63.18(j)   Certification as to whether or not Transferee seeks to provide
           international telecommunications services to any country for which
           certain conditions are true:

           Amvensys certifies that it does not seek to provide international
           telecommunications services to any destination country for which Amvensys
           (1) is a foreign carrier in that country, (2) controls a foreign carrier in that
           country, (3) is owned more than twenty—five percent (25%) by or controlled
           by an entity that controls a foreign carrier in that country, or (4) is owned
           more than twenty—five percent (25%) by two or more foreign carriers (or
           parties that control foreign carriers) in that country who are parties to, or
           beneficiaries of, a contractual relation affecting the provision or marketing of
           international basic telecommunications services in the United States.

63.18(k)   Showing regarding provision of international telecommunications
           service to a country where the Transferee is a foreign carrier or is
           affiliated with a foreign carrier:

           Not applicable.

63.18(1)   Showing regarding satisfaction of Section 63.10(a)(3) of the Rules or
           statement regarding filing of quarterly traffic reports required by
           Section 43.61(c) of the Rules:

           Not applicable.

63.18(m)   Regulatory classification under Section 63.10 of the Rules for foreign—
           affiliated carrier:

           Not applicable.

63.18(n)   Certification that Transferee has not agreed to accept special concessions
           directly or indirectly from any foreign carrier:

           Amvensys certifies that it has not agreed to accept special concessions
           directly or indirectly from any foreign carrier with respect to any U.S.
           international route where the foreign carrier possesses market power on the
           foreign end of the route and will not enter into such agreements in the future.


       63.18(0)       Certification pursuant to 47 C.F.R. §§ 1.2001—1.2003 that no party to the
                      Joint Application is subject to denial of federal benefits pursuant to
                      Section 5301 of the Anti—Drug Abuse Act of 1988, 21 U.S.C. § 583:

                      Voicecom certifies that neither Voicecom nor Voicecom Operating is subject
                      to a denial of federal benefits pursuant to Section 5301 of the Anti—Drug
                      Abuse Act of 1988, 21 U.S.C. § 583.

                      Amvensys certifies that it is not subject to a denial of federal benefits
                      pursuant to Section 5301 of the Anti—Drug Abuse Act of 1988, 21 U.S.C. §
                      583.

       63.18(p)       Qualification for streamlined processing:

                      With respect to international authority, this Application is eligible for
                      strearalined processing pursuant to Section 63.12 ofthe Commission‘s Rules,
                      47 C.F.R. § 63.12, because (1) Amvensys is not affiliated with a foreign
                      carrier on any route for which authority is sought, (2) Amvensys is not
                      affiliated with any dominant U.S. carrier whose international switched or
                      private line services it seeks to resell, and (3) Amvensys is not requesting
                      authority to provide switched service over private lines to countries not
                      previously authorized for service by the Commission.

VI.    INFORMATION REQUIRED BY SECTION 63.04

       In lieu of an attachment to this Application, Applicants respectfully submit the following

information in support of their request for domestic Section 214 authority in order to address the

requirements set forth in Commission Rule 63.04(a)(6)—(12), 47 C.F.R. § 63.04(a)(6)—(12):

       (a)(6)         Description of the transaction:

                      A description of the transaction is set forth in Section III of this Application.

       (a)(7)         Description of the geographic areas in which the Transferor and
                      Transferee (and their affiliates) offer domestic telecommunications
                      services, and what services are provided in each area:

                      Voicecom Operating provides resold long distance telecommunications
                      services in forty—nine (49) states and in the District of Columbia pursuant to
                      certification, registration and/or tariff requirements, or on a deregulated basis.
                      Voicecom Operating‘s services include intrastate, interstate and international
                      long distance telecommunications services offered primarily through the sale
                      of calling cards.


          Voicecom is not authorized by the Commission to provide, and does not
          provide, domestic or international telecommunications services.

          Amvensys is not authorized by the Commission to provide, and does not
          provide, domestic or international telecommunications services.

(a)(8)    Eligibility for streamlined processing:

          Applicants respectfully submit that this Application is eligible for
          streamlined processing pursuant to Section 63.03 ofthe Commission‘s Rules,
          47 C.F.R. § 63.03. In particular, this Application is eligible for streamlined
          processing pursuant to Section 63.03(b)(2)(i) because, immediately following
          consummation of the transaction: (1) Applicants and their Affiliates will hold
          less than a ten percent (10%) share of the interstate, interexchange market;
          (2) Applicants and their Affiliates will provide competitive telephone
          exchange services or exchange access services, if at all, only in geographic
          areas served by a dominant local exchange carrier (none of which is a party
          to the transaction); and (3) neither of the Applicants nor any of their
          respective Affiliates is dominant with respect to any service.

(a)(9)    Other FCC applications related to the same transaction:

          None.

(a)(10)   Request for Special Consideration:

          Prompt completion of the proposed transaction is critical to ensuring that
          Applicants may obtain the benefits described in the foregoing Application.
          Accordingly, Applicants respectfully request that the Commission approve
          this Application expeditiously in order to allow Applicants to consummate
          the proposed transaction as soon as possible.

(a)(11)   Waiver requests:

          Not applicable.

(a)(12)   Statement of public interest:

          A statement showing how grant of the Application will serve the public
          interest is provided in Section IV of this Application.


VII.   CONCLUSION

       For the reasons stated above, Applicants respectfully submit that the public interest would be

furthered by a grant of this Application for approval to transfer control of the domestic and

international Section 214 authorization held by Voicecom Operating, as described herein.

Applicants respectfully request that the Commission consider and approve this Application

expeditiously to permit the Applicants to consummate the proposed transaction as soon as possible.


                                                     Respectfully submitted,

                                                            |
                                                     Charles A. Hudak
                                                     Jon C. Martin
                                                     Friend, Hudak & Harris, LLP
                                                     Three Ravinia Drive, Suite 1450
                                                     Atlanta, Georgia 30346
                                                     Tel: (770) 399—9500
                                                     Fax: (770) 395—0000

                                                     Counsel for Voicecom Telecommunications,
                                                     Inc., Voicecom Telecommunications, LLC
                                                     and Amvensys Telecom Holdings, LLC

Dated: December _24,”20 10




                                                10


                 JOINT APPLICATION FOR TRANSFER OF CONTROL

                                AMVENSYS CERTIFICATION


       I, Z. Ed Lateef, hereby certify under penalty of perjury that I am Chief Executive Officer of

Amvensys Telecom Holdings, LLC, the Transferee in the foregoing Application, and that I am

authorized to make this verification on behalf of Amvensys Telecom Holdings, LLC. I hereby

certify that the information in the foregoing Application as it pertains to the Transferee is true and

accurate to the best of my knowledge, and that the Transferee is not subject to a denial of Federal

benefits pursuant to Section 5301 of the Anti—Drug Abuse Act of 1988, 21 U.S.C. § 862.



                                                          —th
                                                       Z. Ed Lateef
                                                       Chief Executive Officer
                                                       Amvensys Telecom Holdings, LLC

Dated: December Z, 2010




                                                  11


                   JOINT APPLICATION FOR TRANSFER OF CONTROL

                               VOICECOM CERTIFICATION


       I, Daniel E. Mell, hereby certify under penalty ofperjury that I am Chief Financial Officer of

Voicecom Telecommunications, Inc., the Transferor in the foregoing Application, and that I am

authorized to make this verification on behalf of Voicecom Telecommunications, Inc. and Voicecom

Telecommunications, LLC. 1 hereby certify that the information in the foregoing Application as it

pertains to the Transferor and to Voicecom Telecommunications, LLC is true and accurate to the

best of my knowledge, and that neither the Transferor nor Voicecom Telecommunications, LLC is

subject to a denial of Federal benefits pursuant to Section 5301 of the Anti—Drug Abuse Act of 1988,

21 U.S.C. § 862.




                                                        @M%///
                                                      Daniel£. Mell
                                                      Chief Financial Officer
                                                      Voicecom Telecommunications, Inc.

Dated: December 72, 2010




                                                 12


                    EXHIBIT A


Corporate Structure of Amvensys Telecom Holdings, LLC
        and Voicecom Telecommunications, Inc.
          Prior to and Following the Merger




                         13


Pre—Transaction Corporate Structure




                14


Illustration of the Merger




           15


Post—Transaction Corporate Structure




                 16



Document Created: 2010-12-09 17:30:53
Document Modified: 2010-12-09 17:30:53

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