Attachment Attachment 1

This document pretains to ITC-T/C-20180119-00014 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2018011900014_1328075

                                      Telefonica USA, Inc.

  Notification of Pro Forma Transfer of Control of Section 214 Authority to Operate as a
 Global Facilities-Based and Resale Carrier Between the U.S. and All International Points

         Pursuant to Section 214 of the Communications Act of 1934, as amended, and Section
63.24(f) of the Commission’s rules, Telefonica USA, Inc. (“TUSA”) notifies the Commission of
a pro forma transfer of control of TUSA’s authority under Section 214 of the Communications
Act of 1934, as amended, to provide international telecommunications services on both a
facilities-based and a resale basis between the United States and all international points (the
“Transfer”).

        Prior to the Transfer, TUSA was directly wholly owned by Telefonica International
Wholesale Services, S.L. (“TIWS”), a wholly owned subsidiary of Telefonica S.A. Pursuant to
the Transfer, TIWS was merged with and into Telefonica International Wholesale Services II,
S.L. (“TIWS II”), also a wholly owned subsidiary of Telefonica S.A. The Transfer was
completed on December 21, 2017. TUSA certifies that the Transfer was pro forma and that,
together with all previous pro forma transactions, the Transfer did not result in a change in the
actual controlling party of TUSA.

       Pursuant to Section 63.24(f), TUSA provides the following information called for in
Section 63.18(a)-(d) and (h) of the Commission’s rules.

Applicant Contact Information (63.18(a)-(c))

       Applicant

       Telefonica USA, Inc.
       1111 Brickell Ave.
       10th Floor
       Miami, FL 33131
       (305) 925-5300
       Jurisdiction of Organization: Florida

       Contact for Correspondence Concerning This Notice

       Yaron Dori
       Michael Beder
       Covington & Burling LLP
       One CityCenter
       850 Tenth Street, N.W.
       Washington, D.C. 20001
       (202) 662-6000

       Counsel to TUSA




                                                1


Existing Section 214 Authority (63.18(d))

        TUSA holds International Section 214 authorization ITC-214-20000602-00336, which
authorizes TUSA to provide international telecommunications services on both a facilities-based
and a resale basis between the United States and all international points.

Ownership Information (63.18(h))

        The following entities hold a ten percent or greater interest in TUSA, directly or
indirectly, following the Transfer. TUSA’s direct and indirect ownership is illustrated in the
organizational chart attached as Exhibit A.

       Direct Owner

       Telefonica International Wholesale Services II, S.L. (“TIWS II”)
       Ronda de la Comunicación s/n, Edificio Oeste 1, 28050
       Madrid, Spain
       Citizenship: Spain
       Principal Business: Holding company
       Relationship: Holds 100 percent of TUSA

       Indirect Ownership

       Telefonica S.A.
       Gran Vía 28, 28013 Madrid, Spain
       Citizenship: Spain
       Principal Business: Holding company
       Relationship: Holds 100 percent of TIWS II

       No other entity holds a direct or indirect interest in TUSA greater than 10 percent.

       Interlocking Directorates

        Jose Luis Gamo Cuadrado and José Juan Cerdán Ibañez, both directors of TUSA, also
serve as a directors of Telefonica International Wholesale Services II, S.L. (a foreign carrier
authorized in Spain).

      To the best of TUSA’s knowledge, no other officer or director of TUSA or the transferee,
TIWS II, is an officer or director of any foreign carrier.




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        Exhibit A


     Telefonica, S.A.




 Telefonica International
Wholesale Services II, S.L.




    Telefonica USA, Inc.



Document Created: 2018-01-17 14:07:33
Document Modified: 2018-01-17 14:07:33

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