DA 08-1165

May 15, 2008

**WIRELESS TELECOMMUNICATIONS BUREAU APPROVES SETTLEMENT AGREEMENT
BETWEEN KEYSTONE WIRELESS, INC. AND VERIZON WIRELESS (VAW) LLC**

Pursuant to section 4(i) of the Communications Act, 47 U.S.C. § 154(i),
and Sections 0.331 and 1.935 of the Commission's rules, 47 C.F.R. §
0.331 and 1.935, the Mobility Division (Division) of the Wireless
Telecommunications Bureau (Bureau) hereby approves the Joint Request for
Approval of Settlement Agreement (Settlement Agreement) filed by
Keystone Wireless, Inc. (Keystone) and Verizon Wireless (VAW) LLC
(Verizon) on May 12, 2008.[^1]

Between September, 2005 and January, 2006, Keystone and Verizon
collectively filed four cellular Phase II unserved area applications
seeking authority to operate in the Denver-Boulder, Colorado market area
(CMA 019).[^2] The parties also filed various pleadings challenging each
of the four applications. On February 15, 2007, the Division denied
Keystone's request for reconsideration regarding the dismissal of one of
its applications (File No. 0002299351), and specifically dismissed all
other applications and pleadings in this proceeding, with the exception
of two properly filed mutually exclusive cellular Phase II applications
under File Nos. 0002387212 (Verizon) and 0002396910 (Keystone).[^3] The
Division's February 15, 2007 action specified that the case would be
referred to the Bureau's Auctions and Spectrum Access Division for
further processing.[^4] As indicated in the *Competitive Bidding Ninth
Report and Order*, all pending mutually exclusive applications for
unserved area licenses in the Cellular Radiotelephone Service must be
resolved through a system of competitive bidding.[^5] Accordingly, the
two

above-referenced mutually exclusive applications (File Nos. 0002387212
and 0002396910) were included in the Commission's Public Notice
announcing Auction 77, which is scheduled to begin June 17, 2008.[^6]

On May 12, 2008, Keystone and Verizon entered into the instant
Settlement Agreement. Pursuant to the Settlement Agreement, Keystone has
filed a request to withdraw its pending application (File No.
0002396910). Further, Verizon and Keystone have provided certifications
that neither party has paid or received any money or other consideration
in excess of the legitimate and prudent expenses incurred in preparing
and prosecuting the application and related pleadings.[^7]

After review of the record, the Division finds that the Settlement
Agreement complies with Section 1.935 of the Commission's rules and is
in the public interest because it resolves the mutual exclusivity of the
subject applications filed by the two parties and facilitates cellular
coverage to previously unserved areas. Accordingly, the Settlement
Agreement is approved and Keystone's application under File No.
0002396910 is withdrawn.[^8]

Action by Deputy Chief, Mobility Division, Wireless Telecommunications
Bureau

**- FCC -**

[^1]: *See* Joint Request for Approval of Settlement Agreement filed by
    Keystone Wireless, Inc. and Verizon Wireless LLC (May 12, 2008).

[^2]: *See* File Nos. 0002299351; 0002387212; 0002396910; and
    0002437818.

[^3]: *See* Letter from Roger S. Noel, Chief, Mobility Division,
    Wireless Telecommunications Bureau, to David J. Kaufman, Esq.,
    counsel for Keystone Wireless Inc., and Michael P. Samsock, Esq.,
    counsel for Verizon Wireless (VAW) LLC, dated February 15, 2007.

[^4]: *See id*. at 5, n 45.

[^5]: *See* Implementation of Section 309(j) of the Communications Act
    -- Competitive Bidding, PP Docket No. 93-

    253, Amendment of Part 22 of the Commission's Rules to Provide for
    the Filing and Processing of Applications

    for Unserved Areas in the Cellular Service and to Modify Other
    Cellular Rules, CC Docket No. 90-6, *Ninth*

    *Report and Order*, 11 FCC Rcd 14769, 14770 ¶ 2 (1996).

[^6]: *See* Closed Auction of Licenses for Cellular Unserved Service
    Areas Scheduled for June 17, 2008, Notice and Filing Requirements,
    Minimum Opening Bids, Upfront Payments, and Other Procedures for
    Auction 77, *Public Notice*, DA 08-926 (ASAD rel. April 25, 2008).

[^7]: *See* 47 C.F.R. § 1.935(a)(1) and (b)(1).

[^8]: The Bureau will release a separate public notice removing mutually
    exclusive group FGN 002 (File Nos. 0002387212 and 0002396910) from
    the Auction 77 inventory.