Livingston 214 Inter

SUPPLEMENT submitted by USConnect Holdings, Inc.

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2013-07-31

This document pretains to ITC-T/C-20130719-00191 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2013071900191_1005694

David Nace From: David Nace Sent: Tuesday, July 30, 2013 7:56 AM To: adrienne.downs@fcc.gov Co: ‘Sumita Mukhoty‘ Subject: Joint Domestic/International 214 application for a transfer of control of The Livingston Telephone Company and Telcom Supply, Inc. Attachments: Livingston 214 Domestic supplement letter with attach 7—24—13.pdf Dear Adrienne, The attached document and information provided below are submitted in response to information requests by Sumita Mukhoty of the International Bureau. | request your assistance to include it with the application filed July 19, 2013, Submission ID 1B2013001588. Direct and indirect ownership interests in USConnect Holdings, Inc. ("USConnect" or "Transferee") are identified in the application and the attached supplement. Contact information for each entity with at least a 10% direct or indirect interest in Transferee is provided here: (a) Brazoria Telephone Company: John H. Greenberg, President and Manager Brazoria Telephone Company PO Box 2008 Brazoria, TX 77422—2008 Telephone: 979—798—2121 (b) Dickey Rural Telephone Cooperative, Inc. Robert Johnson, General Manager Dickey Rural Telephone Cooperative, Inc. PO Box 69 Ellendale, ND 58436—0069 Telephone: 701—344—5000 (c) FTC Management Group, Inc. and its parent company, Farmers Telephone Cooperative, Inc. Brad Erwin, CEO Farmers Telephone Cooperative, Inc. PO Box 588 Kingstree, SC 29556—0588 Telephone: §43—382—2333 (d) Golden West Telecommunications Cooperative, Inc. Denny Law, General Manager Golden West Telecommunications Cooperative, Inc. PO Box 411 Wall, SD 57790—0411 Telephone: 605—279—2161

(e) Horry Telephone Cooperative, Inc. Michael Hagg, CEO Horry Telephone Cooperative, Inc. PO Box 1820 Conway, SC 29528—1820 Telephone: §43—365—2151 (f) MLStar, LLC Leo Staurulakis Manny Staurulakis 7852 Walker Drive, Suite 200 Greenbelt, MD 20770 Telephone: 301 —459—7590 If any questions arise please contact me. Thank you. DaAvID L. NACE LUKAS, NACE, GUTIERREZ & SACHS, LLP 8300 Greensboro Drive Suite 1200 McLean, Virginia 22102 direct dial 703.584.8661 email: dnace@feclaw.com fax line 703.584.8696 www.fcclaw.com CONFIDENTIALITY NOTE: The information contained in this communication is intended only for the use of addressee and may be privileged, confidential and/or exempt from disclosure under applicable law. If the reader of this message is not the intended recipient, you are hereby notified that any dissemination, distribution or copying of this communication is strictly prohibited. If you have received this communication in error, please immediately notify the sender and then delete this communication including any attachments. Thank you.

Confirmation Page Page 1 of 1 Your submission has been accepted [ ECFS Filing Receipt — Confirmation number: 2013724823332 Ifi ’ Proceeding } Name Subject Joint Transfer of Control from The Livingston Telephone Company and 13—186 Telcom Supply to USConnect Acquisitions I, Inc | Contact Info i Name of Filer: The Livingston Telephone Company Email Address: dnace@fcclaw.com Attorney/Author Name: David L. Nace Lawfirm Name (required Lukas, Nace, Gutierrez & Sachs, LLP if represented by counsel): I Address i Address For: Law Firm Address Line 1: 8300 Greensboro Drive, Suite 1200 City: McLean State: VIRGINIA Zip: 22102 Small Business Impact: NO Type of Filing: SUPPLEMENT File Name Custom DescriptionSize Livingston 214 Domestic supplement letter Supplement 304 with attach 7—24—13.pdf PP KB This confirmation verifies that ECFS has received and accepted your filing. However, your filing will be rejected by ECFS if it contains macros, passwords, redlining, read— only formatting, a virus, or automated links to other documents. Filings are generally processed and made available for online viewing within one business day of receipt. You may use the link below to check on the status of your filing: http://apps.fcc.gov/ecfs/comment/confirm? confirmation=2013724823332 For any problems please contact the Help Desk at 202— 418—0193. http://apps.fee.gov/ecfs/upload/confirm?token=2wt96s6vv3myv l1 ubdphwsrudec 7/24/2013

8300 Greensboro Dr. David L. Nace LU KAS Suite 1200 (703) 584—8661 LNGS ‘ Mclean, VA 22102 dnace@feclaw.com N AC E M WWW,FCCLAW.COM GUT[ ERREZ & SACHS, us July 24, 2013 Filed via ECFS Marlene H. Dortch, Secretary Federal Communications Commission 445 12th Street, S.W. Washington, DC 20554 Re: WC Docket 13—186 Dear Ms. Dortch: The Joint Application for the transfer of control of The Livingston Telephone Company ("LTC") and its subsidiary, Telcom Supply, Inc., as holders of domestic and international Section 214 authorizations, is supplemented to provide the following information: 1. As indicated by the application, five preferred stockholders of USConnect Holdings, Inc. ("USConnect") are local exchange carriers or affiliated with a local exchange carrier. None of service territories of those five stockholders (or affiliates) adjoins or overlaps the local exchange service territory of LTC. Attached is a list of county areas served in full or in part by the five companies as well as their service area maps: (a) Brazoria Telephone Company (b) Dickey Rural Telephone Cooperative, Inc. (c) Farmers Telephone Cooperative, Inc. (parent of FTC Management Group, Inc.) (d) Golden West Telecommunications Cooperative, Inc. (e) Horry Telephone Cooperative, Inc. With reference to the companies named at item 1(a) through (e) above, all are corporations organized as cooperatives in which no stockholder owns or votes as much as a one percent interest. FTC Management Group, Inc. is a wholly owned subsidiary of Farmers Telephone Cooperative, Inc., a South Carolina corporation with the same address. There are no other ownership interests to be disclosed in order to comply with Section 63.04(a)(4) of the Commission‘s rules. Leo Stauruakis and Manny Staurulakis do not own any other telecommunications entities, either individually or jointly (except to the extent either may from time to

July 24, 2013 Page 2 time hold small, non—controlling interests in public companies engaged in telecommunications). 4. The application is corrected on page 2 to indicate that applicants request streamlined processing, consistent with the same request on page 11. As indicated in item 1 of this supplement, there are no adjacencies or overlaps in local exchange service territories of parties to the application. Should any questions arise with regard to this matter, please communicate directly with this office. Very truly yours, 4M (M— David L. Nace Ce: Jodie May (FCC, by email) Tracey Wilson Parker (FCC, by email) Sylvia Lesse (by email)

Telco Counties Served State Coverage Brazoria Telephone Company Brazoria TX Partial Dickey Rural Telephone Cooperative Barnes ND Partial Cass ND Partial Dickey ND Partial LaMoure ND Partial Logan ND Partial Mcintosh ND Partial Ransom ND Partial Sargent ND Partial Stutsman ND Partial Brown SD Partial Marshall SD Partial McPherson SD Partial Farmers Telecommunications Cooperative Lee SC Partial Sumter SC Partial Clarendon SC Partial Florence SC Partial Willamsburg SC Partial Georgetown SC Partial Golden West Telecommunications Cooperative Boyd NE Partial Dawes NE Partial Keya Paha NE Partial Sheridan NE Partial Sioux NE Partial Aurora SD Partial Bennett SD Partial Bon Homme SD Partial Charles Mix SD Partial Custer SD Partial Douglas SD Partial Fall River SD Full Gregory SD Partial Haakon SD Full Hutchinson SD Full Jackson SD Full Jones SD Full lLyman SD Partial McCook SD Partial Meade SD Partial Mellette SD Full Minnehaha SD Partial Moody SD Partial Pennington SD Partial Perkins SD Partial Shannon SD Partial Stantey SD Partial Todd SD Partial Tripp SD Full Turner SD Partial Yankton SD Partial Niobrara Wy Partial Horry Telephone Cooperative Georgetown SC Partial Horry SC Partial Marion SC Partial


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Document Created: 2013-07-31 13:58:01
Document Modified: 2013-07-31 13:58:01
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