PUBLIC NOTICE![](media/image1.png){width="0.6541666666666667in"
height="0.6604166666666667in"}

FEDERAL COMMUNICATIONS COMMISSION

445 TWELFTH STREET, S.W.

WASHINGTON, D.C. 20554 **DA 04-2119**

News media information 202/418-0500 Fax-On-Demand 202/418-2830 Internet:
http://www.fcc.gov ftp.fcc.gov

**Released: July 13, 2004**

**CINGULAR WIRELESS CORPORATION AND T-MOBILE USA, INC.**

**SEEK FCC CONSENT TO ASSIGNMENT OF LICENSES AND APPROVAL OF LONG-TERM
*DE FACTO* LEASING ARRANGEMENTS**

**WT Docket No. 04-254**

**PLEADING CYCLE ESTABLISHED**

**Petitions to Deny Due: August 12, 2004**

**Oppositions Due: August 23, 2004**

**Replies Due: August 30, 2004**

I.  **introduction**

Cingular Wireless Corporation ("Cingular") and T-Mobile USA, Inc.
("T-Mobile") (collectively, "the Applicants") have filed three
applications as part of a larger transaction in which Cingular and
T-Mobile propose to unwind a network infrastructure joint venture
("Joint Venture").[^1] Two of these applications seek approval for a
proposed long-term *de facto* transfer leasing arrangement between
various subsidiaries of Cingular and a subsidiary of T-Mobile; the third
application seeks consent under Section 310(d) of the Communications Act
of 1934, as amended, to assign partitioned and disaggregated portions of
three broadband Personal Communications Services ("PCS") licenses from a
subsidiary of Cingular to a subsidiary of T-Mobile. The Applicants
propose to consummate these transactions following consummation of the
proposed transfer of control of AT&T Wireless Services, Inc. ("AT&T
Wireless") to Cingular, assuming approval of that transfer of
control.[^2]

II. **Description of Transaction**

Pursuant to the Joint Venture, the Applicants state that they jointly
own and control the networks ("Joint Venture Networks") by which they
provide broadband PCS in the Los Angeles and San Francisco Major Trading
Areas ("MTA"), as well as a partitioned portion of the New York MTA
consisting of the New York Basic Trading Area ("BTA"). As more fully
described in the applications identified below, the Applicants have
decided to unwind the Joint Venture,[^3] and have entered into a number
of agreements that, subject to Commission approval, will result in
Cingular and T-Mobile owning and controlling separate networks in these
markets.[^4]

The Applicants state that, pursuant to an FCC License Purchase Agreement
("Purchase Agreement"), Cingular has agreed to partially assign certain
licenses to T-Mobile. Specifically, a Cingular subsidiary would
partition and disaggregate 10 MHz of spectrum in the Las Vegas,
Sacramento, and San Francisco BTAs from its 20 MHz broadband PCS
licenses in the Los Angeles and San Francisco MTAs for a total purchase
price of \$180 million.[^5]

Additionally, the Applicants state that Cingular will transition its
customers currently using the Joint Venture Networks to the networks
that it proposes to acquire through its merger with AT&T Wireless. To
facilitate an orderly transition of Cingular's customers and to ensure
efficient operation of the Joint Venture Networks by T-Mobile, the
Applicants entered into a Long-Term *De Facto* Transfer Lease Agreement
("Lease Agreement"). Under the Lease Agreement, the Applicants assert
that T-Mobile will lease from Cingular subsidiaries, for a period of up
to four years, 10 MHz of broadband PCS spectrum in the New York BTA and
20 MHz of broadband PCS spectrum in the Los Angeles and San Francisco
MTAs. The Applicants explain that the amount of spectrum subject to the
lease will be reduced (1) when T-Mobile completes the acquisition of the
spectrum currently being assigned from Cingular and other licenses that
T-Mobile may acquire from Cingular in the future under the Purchase
Agreement, and (2) when Cingular exchanges spectrum with T-Mobile
pursuant to a separate Exchange Agreement.[^6]

Furthermore, the Applicants state that, pursuant to a Wholesale
Agreement, T-Mobile will use its spectrum and the spectrum to be leased
from Cingular to provide voice and data services to Cingular in the Los
Angeles and San Francisco MTAs and the New York BTA for an interim
period of up to four (4) years. The Applicants assert that this
Wholesale Agreement will allow Cingular to transition its customers from
the Joint Venture Networks to the networks to be acquired as part of the
proposed merger of Cingular and AT&T Wireless.

III. **SECTION 310(d) APPLICATIONS**

```{=html}
<!-- -->
```
A.  **Applications for Long-Term *De Facto* Transfer Leasing
    Arrangements**

The following applications seek FCC approval of long-term *de facto*
transfer leasing arrangements between subsidiaries of Cingular and
T-Mobile.

  ---------------------------------------------------------------------------------------------------------
  **[File              **[Licensee/Lessor]{.underline}**   **[Lessee]{.underline}**   **[Lead Call
  No.]{.underline}**                                                                  Sign]{.underline}**
  -------------------- ----------------------------------- -------------------------- ---------------------
  0001757186           Pacific Telesis Mobile Services,    Omnipoint NY MTA License,  KNLF205
                       LLC                                 LLC                        

  0001757204           Cingular Wireless Spectrum Sub B    Omnipoint NY MTA License,  WPUK247
                       LLC                                 LLC                        
  ---------------------------------------------------------------------------------------------------------

B.  **Application for Assignment of Licenses**

The following application seeks FCC consent for an assignment of
licenses from a subsidiary of Cingular to a subsidiary of T-Mobile.

  -------------------------------------------------------------------------------------------------------------
  **[File              **[Licensee/Assignor]{.underline}**   **[Assignee]{.underline}**   **[Lead Call
  No.]{.underline}**                                                                      Sign]{.underline}**
  -------------------- ------------------------------------- ---------------------------- ---------------------
  0001771442           Pacific Telesis Mobile Services, LLC  VoiceStream PCS II License   KNLF205
                                                             Corporation                  

  -------------------------------------------------------------------------------------------------------------

**IV. *EX PARTE* STATUS OF THIS PROCEEDING**

Pursuant to section 1.1200(a) of the Commission's rules,[^7] the
Commission may adopt modified or more stringent *ex parte* procedures in
particular proceedings if the public interest so requires. We announce
that this proceeding will be governed by permit-but-disclose *ex parte*
procedures that are applicable to non-restricted proceedings under
section 1.1206 of the Commission's rules.[^8]

Parties making oral *ex parte* presentations are directed to the
Commission's statement re-emphasizing the public's responsibility in
permit-but-disclose proceedings and are reminded that memoranda
summarizing the presentation must contain the presentation's substance
and not merely list the subjects discussed.[^9] More than a one- or
two-sentence description of the views and arguments presented is
generally required.[^10] Other rules pertaining to oral and written
presentations are set forth in section 1.1206(b) as well.[^11] We urge
parties to use the Electronic Comment Filing System ("ECFS") to file *ex
parte* submissions.[^12]

**V. GENERAL INFORMATION**

The applications referenced herein have been found, upon initial review,
to be acceptable for filing. The Commission reserves the right to return
any application if, upon further examination, it is determined to be
defective and not in conformance with the Commission's rules or
policies. Final action on these applications will not be taken earlier
than fifteen days following the date of this Public Notice.[^13]

Interested parties must file petitions to deny no later than **August
12, 2004**. Persons and entities that file petitions to deny become
parties to the proceeding. They may participate fully in the proceeding,
including seeking access to any confidential information that may be
filed under a protective order, seeking reconsideration of decisions,
and filing appeals of a final decision to the courts. Oppositions to
such pleadings must be filed no later than **August 23, 2004**. Replies
to such pleadings must be filed no later than **August 30, 2004**. All
filings concerning matters referenced to in this Public Notice should
refer to **DA 04-2119** and **WT Docket No. 04-254**, as well as the
specific file numbers of the individual applications or other matters to
which the filings pertain.

Under the Commission's current procedures for the submission of filings
and other documents,[^14] submissions in this matter may be filed
electronically (*i.e.*, though ECFS) or by hand delivery to the
Commission's Massachusetts Avenue location.

-   **If filed by ECFS**,[^15] comments shall be sent as an electronic
    file via the Internet to http://www.fcc.gov/e-file/ecfs.html. In
    completing the transmittal screen, commenters should include their
    full name, Postal Service mailing address, and the applicable docket
    number. Parties may also submit an electronic comment by Internet
    e-mail. To get filing instructions for e-mail comments, commenters
    should send an e-mail to ecfs@fcc.gov, and should include the
    following words in the body of the message, "get form \<your e-mail
    address\>." A sample form and directions will be sent in reply.

-   **If filed by paper**, the original and four copies of each filing
    must be filed by hand or messenger delivery, by commercial overnight
    courier, or by first-class or overnight U.S. Postal Service mail
    (although we continue to experience delays in receiving U.S. Postal
    Service mail). The Commission\'s contractor, Natek, Inc., will
    receive hand-delivered or messenger-delivered paper filings for the
    Commission\'s Secretary at 236 Massachusetts Avenue, N.E., Suite
    110, Washington, D.C. 20002. The filing hours at this location are
    8:00 a.m. to 7:00 p.m. All hand deliveries must be held together
    with rubber bands or fasteners. Any envelopes must be disposed of
    before entering the building. Commercial overnight mail (other than
    U.S. Postal Service Express Mail and Priority Mail) must be sent to
    9300 East Hampton Drive, Capitol Heights, MD 20743. U.S. Postal
    Service first-class mail, Express Mail, and Priority Mail should be
    addressed to 445 12th Street, S.W., Washington, D.C. 20554. All
    filings must be addressed to the Commission\'s Secretary, Office of
    the Secretary, Federal Communications Commission.

One copy of each pleading must be delivered electronically, by e-mail or
facsimile, or if delivered as paper copy, by hand or messenger delivery,
by commercial overnight courier, or by first-class or overnight U.S.
Postal Service mail (according to the procedures set forth above for
paper filings), to: (1) the Commission\'s duplicating contractor, Best
Copy and Printing, Inc., at FCC@BCPIWEB.COM or (202) 488-5563
(facsimile); (2) Erin McGrath, Mobility Division, Wireless
Telecommunications Bureau, at erin.mcgrath@fcc.gov, or (202) 418-7447
(facsimile); (3) Susan Singer, Spectrum and Competition Policy Division,
Wireless Telecommunications Bureau, at susan.singer@fcc.gov, or (202)
418-7447 (facsimile); (4) Kathy Harris, Mobility Division, Wireless
Telecommunications Bureau, at kathy.harris@fcc.gov, or (202) 418-7447
(facsimile); and (5) Neil Dellar, Office of General Counsel, at
neil.dellar@fcc.gov, or (202) 418-1234 (facsimile).

Copies of the applications and any subsequently-filed documents in this
matter may be obtained from Best Copy and Printing, Inc. in person at
445 12th Street, S.W., Room CY-B402, Washington, D.C. 20554, via
telephone at (202) 488-5300, via facsimile at (202) 488-5563, or via
e-mail at FCC@BCPIWEB.COM. The applications and any associated documents
are also available for public inspection and copying during normal
reference room hours at the following Commission office: FCC Reference
Information Center, 445 12th Street, S.W., Room CY-A257, Washington,
D.C. 20554. The applications are also available electronically through
the Commission's ECFS, which may be accessed on the Commission's
Internet website at http://www.fcc.gov. In addition, applications filed
under Parts 22, 24, 27, 90, and 101 of the Commission's rules are
available electronically through ULS, which may be accessed on the
Commission's Internet website. Additional information regarding the
transaction will be available on the FCC\'s Office of General Counsel\'s
website, http://www.fcc.gov/ogc, which will contain a fully indexed,
unofficial listing and electronic copies of all materials in this
docket. Alternate formats of this public notice (computer diskette,
large print, audio recording, and Braille) are available to persons with
disabilities by contacting Brian Millin at (202) 418-7426 (voice), (202)
418-7365 (TTY), or send an e-mail to access@fcc.gov.

For further information, contact Erin McGrath, Mobility Division,
Wireless Telecommunications Bureau, at (202) 418-2042, or Susan Singer,
Spectrum and Competition Policy Division, Wireless Telecommunications
Bureau, at (202) 418-1340.

**-FCC-**

[^1]: 47 U.S.C. § 310(d). Some of these applications were amended
    subsequent to their initial submission. When searching for these
    applications on the Wireless Telecommunications Bureau's Universal
    Licensing System ("ULS"), at http://wireless.fcc.gov/uls/, the
    amended versions of the applications should be reviewed.

[^2]: Applications are on file to transfer control of licenses and
    authorizations from AT&T Wireless to Cingular. *See* AT&T Wireless
    Services, Inc. and Cingular Wireless Corporation Seek FCC Consent to
    Transfer Control of Licenses and Authorizations, WT Docket No.
    04-70, *Public Notice*, DA 04-932 (rel. Apr. 2, 2004). Parties
    wishing to comment on the transfer of control of licenses and
    authorizations from AT&T Wireless to Cingular should comment in WT
    Docket No. 04-70.

[^3]: *See* Assignment Application, File No. 0001771442, Exhibit 1, at 2
    (filed June 16, 2004). The unwind of the Joint Venture is
    conditioned upon the consummation of the merger of Cingular and AT&T
    Wireless. *See id*., Exhibit 1, at 1.

[^4]: *See id*., Exhibit 1, at 2 (stating Cingular will sell its
    interest in the Joint Venture Networks to T-Mobile for a net
    purchase price of \$2.3 billion).

[^5]: *See id*., Exhibit 1, at 1-2. Furthermore, pursuant to the
    Purchase Agreement, T-Mobile has a future option to purchase from
    Cingular 10 MHz of spectrum in the Los Angeles and San Diego,
    California BTAs. *See id*., Exhibit 1, at 2.

[^6]: *See id*., Exhibit 1, at 2-3.

[^7]: 47 C.F.R. § 1.1200(a).

[^8]: *Id.* § 1.1206.

[^9]: *See* Commission Emphasizes the Public's Responsibilities in
    Permit-But-Disclose Proceedings, *Public Notice*, 15 FCC Rcd. 19945
    (2000).

[^10]: *See* 47 C.F.R. § 1.1206(b)(2).

[^11]: *Id.* § 1.1206(b).

[^12]: *See* discussion *infra* Part V.

[^13]: *See* 47 U.S.C. § 309(b).

[^14]: *See* Implementation of Interim Electronic Filing Procedures for
    Certain Commission Filings, *Order*, 16 FCC Rcd 21483 (2001); *see
    also* FCC Announces a New Filing Location for Paper Documents and a
    New Fax Number for General Correspondence, *Public Notice*, 16 FCC
    Rcd 22165 (2001); Reminder: Filing Locations for Paper Documents and
    Instructions for Mailing Electronic Media, *Public Notice*, 18 FCC
    Rcd 16705 (2003).

[^15]: *See* Electronic Filing of Documents in Rulemaking Proceedings,
    GC Docket No. 97-113, *Report and Order*, 13 FCC Rcd 11322 (1998).