Attachment Exhibit 1

This document pretains to ITC-T/C-20101215-00482 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2010121500482_856823

Before the Federal Communications Commission Washington, D. C. 20554 _____________________________________ ) In the Matter of ) ) File No._________________ South Canaan Cellular Communications ) Company, L.P. ) ) Application for Transfer of Control ) _____________________________________ ) ) ) ) APPLICATION FOR TRANSFER OF CONTROL South Canaan Cellular Investments, LLC. ("SCC-INV" or "Transferor") and United States Cellular Corporation ("USCC" or "Transferee"), pursuant to Section 214 of the Communications Act of 1934, as amended, 47 U.S.C. § 214 (the "Act"), and Section 63.24(e) of the Commission's Rules, 47 C.F.R. § 63.24(e), hereby seek authority to transfer the control of South Canaan Cellular Communications Company, L.P. ("SCC-LP"), holder of international global resale Section 214 authority under File No. ITC-214-20081020-00469. SCC-LP is a limited partnership organized under Delaware law. SCC-INV holds a 1% general partnership interest in SCC-LP. The remaining limited partnership interests in SCC-LP are held by South Canaan Cellular Equity, LLC ("SCC-EQ"), which holds a 39.8% interest, South Canaan Telephone Company ("SCTC"), which holds a 10.2% interest, and USCIC of Pennsylvania 5, Inc. ("USCIC"), a wholly owned direct subsidiary of United States Cellular Corporation ("USCC"), which holds a 49% interest. It is proposed that USCIC will acquire the controlling interest in SCC-LP now held by SCC-INV and the limited partnership interests now held by SCC-EQ and SCTC, resulting in

USCIC acquiring a 1% general partner and 50% limited partnership interest in SCC-LP. The remaining 49% limited partnership interest in SCC-LP would also be held by USCIC. Immediately following the closing, an internal restructuring will occur, in which the 51% interest in SCC-LP being acquired by USCIC will be transferred, either to USCC or to a wholly owned direct or indirect subsidiary of USCC. That restructuring will be described in a pro forma transfer notification to be filed pursuant to Section 63.24(f)(2) within thirty days of that transaction. SCC-LP will remain the licensee. In support hereof, and in accordance with the specific provisions of Section 63.18 and the numbered questions on the electronic application, the parties respectfully submit the following information: (a) Name, Address and Telephone Number of Each Applicant. Transferor: South Canaan Cellular Investments, LLC 564 Spring Oaks Drive West Chester, PA 19382 (610) 429-0663 South Canaan Cellular Equity, LLC 564 Spring Oaks Drive West Chester, PA 19382 (610) 429-0663 South Canaan Telephone Company 2175 Easton Turnpike South Canaan, PA 18459 (570) 937-4114 Transferee: USCIC of Pennsylvania 5, Inc. 8410 West Bryn Mawr Avenue, Suite 700 Chicago, IL 60631 (312) 630-1900 2

(b) Jurisdiction of Organization: Transferor: SCC-INV is a Delaware limited liability company. SCC-EQ is a Delaware limited liability company. SCTC is a Pennsylvania corporation. Transferee: USCIC is a Delaware corporation. Answer to Question 10 (c) Correspondence concerning this Application should be sent to: Transferor: South Canaan Cellular Investments, LLC 564 Spring Oaks Drive West Chester, PA 19382 Attn: Carolyn Copp Telephone: (610) 429-0663 With a copy to: Michael R. Bennet Bennet & Bennet, PLLC 4350 East West Highway, Suite 201 Bethesda, MD 20814 Telephone: (202) 371−1500 Transferee: USCIC of Pennsylvania 5, Inc. 8410 West Bryn Mawr Avenue, Suite 700 Chicago, IL 60631 ATTN: Scott Williamson, Authorized Representative Telephone: (312)630-1900 With a copy to: Peter M. Connolly Holland & Knight LLP 2099 Pennsylvania Avenue, NW, Suite 100 Washington, DC 20006 Telephone: (202)862-5989 3

(d) Statement of previously received Section 214 Authority: South Canaan Cellular Communications Company, L.P. was granted authority to resell services internationally under Section 214 of the Act, on November 7, 2008 in FCC File No. ITC-214-20081020-00469. USCIC of Pennsylvania 5, Inc. does not hold a Section 214 authorization. United States Cellular Corporation holds global facilities-based and resale authority pursuant to Section 63.18 (e)(1)-(2) of the Commission's rules. This authority was granted effective May 07, 1997 in FCC File No. ITC-214-19970320-00161. (e-g) n/a Answer to Question 11 (h) Name, Address, Citizenship, Principal Businesses and Ownership Interest of Owners of Ten Percent or More of Transferee. Pursuant to Section 63.18(h) of the Commission's rules, following is the relevant ownership information listing the entities holding a 10 percent or greater interest in USCIC. Direct Ownership: Name: United States Cellular Corporation Address: 8410 West Bryn Mawr Avenue, Suite 700 Chicago, IL 60631 Citizenship: Delaware corporation (U.S.) Principal Business: Telecommunications Percentage Held: 100% interest in USCIC Indirect Ownership: Name: Telephone and Data Systems, Inc. Address: 30 N. LaSalle Street, Suite 4000 Chicago, IL 60602 Citizenship: Delaware corporation (U.S.) Principal Business: Telecommunications Percentage Held: 81.8% interest in USCC As noted above, USCC is a majority owned subsidiary of Telephone and Data Systems, Inc. ("TDS") TDS is controlled by a Voting Trust whose trustees are LeRoy T. Carlson, Jr, Walter C.D. Carlson, Prudence E. Carlson, and Dr. Letitia G.C. Carlson. They 4

are brothers and sisters and U.S. citizens. The address of the trust is TDS's business address: 30 N. LaSalle Street, Suite 4000 Chicago, IL 60602 LeRoy T. Carlson, Jr. is the President of TDS and Walter C. D. Carlson is its Chairman. The Voting Trust controls 53.5% of the voting power of TDS's total shares that vote in matters other than the election of directors and 94.5% of the Series A Common Shares which elect eight of TDS's 12 directors. No other individual or entity controls 10 percent or greater voting interest in TDS. Further information regarding TDS can be found in its Form 602, "FCC Ownership Disclosure Information for the Wireless Telecommunications Services" on file with the Commission. Answer to Question 14 (i) Foreign Carrier Affiliation Transferee certifies that it is not itself a foreign carrier and is not affiliated with a foreign carrier. Answer to Question 15 (j) Foreign Destination Certification Transferee certifies that it does not seek to provide telecommunications services to any country in which it either is a foreign carrier, or owns or controls 25% of a foreign carrier. Further, no foreign carrier (or two or more foreign carriers, or parties that control foreign carriers) owns more than 25% of the transferee. (k) n/a See Section (i) above (l) n/a See Section (i) above (m) n/a See Section (i) above (n) Special Concessions Certification Transferee certifies that it has not agreed to accept special concessions directly or indirectly from any foreign carrier or administration with respect to any U.S. international route where the foreign carrier possesses market power on the foreign end of the route. Transferee further certifies it will not enter into such agreements in the future. 5

(o) Transferee certifies that neither Transferee nor any party to this application is subject to a denial of Federal benefits pursuant to Section 5301 of the Anti-Drug Abuse Act of 1988, 21 U.S.C. § 853. (p) USCIC holds no foreign carrier or dominant carrier affiliations and this application therefore qualifies for streamlined processing pursuant to Section 63.12 of the Commission's rules. Conclusion For the foregoing reasons, the parties to this application respectfully submit that the present and future public convenience and necessity will be served by the grant of this transfer of control application. #9956965_v1 6


Document Created: 2010-12-14 10:29:01
Document Modified: 2010-12-14 10:29:01
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