Attachment Supplemental

This document pretains to SCL-T/C-20081212-00021 for Transfer of Control on a Submarine Cable Landing filing.

IBFS_SCLTC2008121200021_707183

B ING H A M Paul 0. Gagnier APR Direct Phone: 202.373.6592 Facsimile: 202.373.6001 n' a paul.gagnier@bingham.com Office of tIIzC:g?mnfeg’r’ynmission April 6, 2009 VIA HAND DELIVERY Marlene H. Dortch, Secretary Federal Communications Commission c/o Natek, Inc. 236 Massachusetts Avenue, N.E., Suite 110 Washington, D.C. 20002 Re: FCC File No. SCL—T/C—20081212—00021; Supplement to the Application of Brasil Telecom of America Inc. for Grant of Authority to Complete a Transfer of Control Dear Ms. Dortch: On behalf of Telemar Norte Leste S.A. ("Telemar"), Brasil Telecom S.A. ("Brasil Telecom"), and Brasil Telecom of America Inc. ("GlobeNet"), this filing responds to the Commission‘s inquiries regarding certain indirect ownership interests in GlobeNet that result from Telemar‘s acquisition of Brasil Telecom and GlobeNet. TmarPart is a privately—held Brazilian holding company. Pursuant to a Shareholders Agreement, TmarPart is jointly controlled by the shareholders previously listed in the application filed December 12, 2008. In response to the FCC staff‘s request, additional ownership information regarding these shareholders is included. BNDES Participagdes S.A. is a wholly—owned subsidiary of BNDES, a Brazilian Boston Hartford government owned and controlled economic and social development bank linked to the Hong Kong Brazilian Ministry of Development, Industry and External Trade. London Los Angeles Fiago Participagdes S.A. is a Brazilian holding company which invests in other New York companies. It is controlled by FCF Fundo de Investimento em Agdes ("FCF Fundo"), a Orange County Brazilian investment fund. There are no owners of FCF Fundo that would have an San Francisco inputted 10% or greater voting interest in GlobeNet. Santa Monica Silicon Valley Tokyo L.F. Tel S.A. is a wholly—owned Brazilian subsidiary of La Fonte Telecom S.A., a public Walnut Creek Brazilian holding company. La Fonte Telecom S.A. is part of the Jereissati Group. Washington There are no owners of the Jereissati Group that would have an inputted 10% or greater voting interest in GlobeNet. Bingham McCutchen LLP AG Group is composed of a number of Brazilian companies that are subsidiaries of 2020 K Street NW Andrade Gutierrez S.A., a private Brazilian company. There are no owners of Andrade Washington, DC Guiterrez S.A. that would have an inputted 10% or greater voting interest in GlobeNet. 20006—1806 T 202.373.6000 F 202.373.6001 bingham.com

Marlene H. Dortch, Secretary April 6, 2009 Page 2 There are no other individuals or entities that are indirect shareholders of TmarPart who directly or indirectly hold a 10 percent or greater voting or equity interest in GlobeNet. Kindly date—stamp the copy of this filing and return it in the envelope provided. Please do not hesitate to contact the undersigned if you have any questions regarding this supplemental filing. Paul 0. Gagnier Counsel for Telemar Norte Bbe {/A. ce: David Krech (FCC) Susan O‘Connell (FCC) Ulises Pin (Bingham McCutchen) Troy Tanner (Bingham McCutchen) Bingham McCutchen LLP bingham.com A/72998472.1


Document Created: 2009-04-09 15:39:39
Document Modified: 2009-04-09 15:39:39
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