Attachment Attachment 1

This document pretains to ITC-T/C-20110131-00030 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2011013100030_865237

FCC Form 214 Attachment 1 Page 1 of 4 Description of Pro Forma Transaction Pursuant to Section 63.24(f) of the Commission’s rules,1 and in response to item 13 of the accompanying form, Bristol Bay Cellular Partnership (“Bristol Bay”) hereby notifies the Commission of a change in the ownership of its 50% non-controlling partner, AWACS, Inc. (“AWACS”). The change, as described below, does not affect actual control of Bristol Bay which is 50% owned and managed by its other general partner, Aleutian Telcom, Inc. (“ATI”). ATI is a wholly owned subsidiary of Bristol Bay Telephone Cooperative (“BBTC”). This filing is to provide notification of an internal corporate restructuring that occurred December 31, 2010, by which New Southwestern Bell Mobile Systems, Inc. (“NSBMS”) was merged into AWACS. AWACS is the surviving entity and is now a direct subsidiary of AT&T Teleholdings, Inc. (“Teleholdings”), which, in turn, is a direct subsidiary of AT&T Inc. (“AT&T”).2 Following is information responsive to item 11 of the accompanying form and Section 63.18(h) of the Commission rules: Bristol Bay is a general partnership of ATI and AWACS, each of which holds a 50% financial interest. ATI serves as the managing and controlling partner of Bristol Bay. Under the partnership agreement, AWACS’s interest is non-controlling. Aleutian Telcom, Inc. P.O. Box 259 King Salmon, Alaska 99613 Citizenship: Alaska Principal Business: Managing and controlling partner of Bristol Bay Direct Ownership Interest: 50% controlling partner in Bristol Bay Bristol Bay Telephone Cooperative P.O. Box 259 King Salmon, Alaska 99613 Citizenship: Alaska Principal Business: Local Exchange Carrier Direct Ownership Interest: 100% of ATI BBTC is owned by its subscriber members, none of whom holds a 1% or greater ownership interest in BBTC. 1 47 C.F.R. § 63.24(f). 2 Please see the attached charts for a pictorial representation of the corporate structure before and after the merger.

FCC Form 214 Attachment 1 Page 2 of 4 AWACS, Inc. 208 S. Akard Street Dallas, TX 75202 Citizenship: Pennsylvania Principal Business: Telecommunications Direct Ownership Interest: 50% noncontrolling interest in Bristol Bay AT&T Teleholdings, Inc. 208 S. Akard Street Dallas, TX 75202 Citizenship: Delaware Principal Business: Holding Company Direct Ownership Interest: 100% of AWACS. AT&T Inc. 208 S. Akard Street Dallas, TX 75202 Citizenship: Delaware Principal Business: Holding Company Direct Ownership Interest: 100% of AT&T Teleholdings, Inc. AT&T is a publicly traded corporation whose stock is widely held by the public with no person or entity holding a ten percent or greater ownership interest in AT&T.

FCC Form 214 Attachment 1 Page 3 of 4 Pre-Reorganization AT&T Inc. AT&T Teleholdings, Inc. New Southwestern Bell Mobile Systems, Inc. AWACS, Inc. 50% noncontrolling Bristol Bay c. 99.54% Cellular SBC Alloy Partnership Holdings, Inc. 53% c. 59.59% Beach Holding New Cingular Wireless Corporation Services, Inc. AT&T Mobility of AT&T Mobility Puerto CCPR of Wireless Operations Rico, Inc. the Virgin Holdings, Inc. Islands, Inc.

FCC Form 214 Attachment 1 Page 4 of 4 Post-Reorganization AT&T Inc. AT&T Teleholdings, Inc. 50% noncontrolling AWACS, Inc. Bristol Bay c. 99.54% Cellular Partnership SBC Alloy Holdings, Inc. 53% c. 59.59% Beach Holding New Cingular Wireless Corporation Services, Inc. AT&T Mobility of CCPR of AT&T Mobility Puerto the Virgin Wireless Rico, Inc. Islands, Operations Inc. Holdings, Inc.


Document Created: 2011-01-31 09:13:59
Document Modified: 2011-01-31 09:13:59
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