**DA 06-934**

**Released: April 26, 2006**

**DOMESTIC SECTION 214 APPLICATION FILED FOR THE ACQUISITION OF SELECTED
ASSETS OF QWEST CORPORATION BY**

**SACRED WIND COMMUNICATIONS, INC.**

**STREAMLINED Pleading Cycle Established**

**WC Docket No. 06-82**

**SACRED WIND COMMUNICATIONS, INC. AND QWEST CORPORATION SEEK WAIVER OF
THE STUDY AREA BOUNDARY FREEZE AS CODIFIED IN PART 36, AND**

**SACRED WIND COMMUNICATIONS, INC. SEEKS WAIVER OF**

**SECTIONS 36.611, 36.612, 54.301(b), 54.305, 54.314(d), 54.903(a),
69.2(hh), 69.3(e)(6) AND 69.3(e)(11) OF THE COMMISSION'S RULES**

**SACRED WIND COMMUNICATIONS, INC. SEEKS WAIVER OF THE COMMISSION'S STAY
OF THE PROVISION OF ENHANCED LIFELINE AND LINK-UP SUPPORT TO CUSTOMERS
ON NEAR-TRIBAL LANDS**

**PLEADING CYCLE ESTABLISHED**

**CC Docket No. 96-45, WC Docket No. 03-109**

**Comments Due: May 11, 2006**

**Reply Comments Due: May 18, 2006**

On March 30, 2006, Qwest Corporation ("Qwest") and Sacred Wind
Communications, Inc. ("Sacred Wind") (collectively the "Applicants"),
filed an application, pursuant to section 63.04 of the Commission's
rules,[^1] requesting authority for Sacred Wind to purchase selected
assets used in the provision of domestic telecommunications services
from Qwest.[^2] Applicants have also filed a joint petition for waiver
of the study area boundary freeze as codified in the Appendix-Glossary
of Part 36 of the Commission's rules.[^3] Sacred Wind also seeks related
waivers of sections 36.611, 36.612, 54.301(b), 54.305, 54.314(d),
54.903(a), 69.2(hh), 69.3(e)(6), and 69.3(e)(11) of the Commission's
rules.[^4] Finally, Sacred Wind seeks a waiver of the Commission's stay
of the provision of enhanced Lifeline and Link-Up support to customers
of near-Tribal lands.[^5]

[Sale of Assets Application]{.underline}: Applicants assert that this
transaction is entitled to presumptive streamlined treatment under
sections 63.03(b)(1)(ii) and (iii) of the Commission's rules. With
respect to section 63.03(b)(1)(ii), Sacred Wind is not a
telecommunications provider.[^6] With respect to section
63.03(b)(1)(iii), the proposed transaction involves only the transfer of
the local exchange assets of an incumbent LEC by means other than an
acquisition of corporate control.[^7]

Qwest, a Colorado corporation, offers wireline telecommunications
services throughout its 14-state region, including Arizona, Colorado,
Idaho, Iowa, Minnesota, Montana, Nebraska, New Mexico, North Dakota,
Oregon, South Dakota, Utah, Washington, and Wyoming. The following
entities or individuals own a 10% or greater interest in Qwest: Philip
F. Anschutz (16.1%); Investment Adviser Subsidiaries of Legg Mason, Inc.
(13.8%); Capital Research and Management Company (15.1%); and FMR Corp.
(13.3%).

Sacred Wind, a New Mexico corporation, does not offer any
telecommunications services. The following individuals, each U.S.
citizens, own a 10% or greater ownership interest in Sacred Wind: Walter
Maki (16.25%); John W. Badal & Adriana Badal (15.5%); Gil Arviso
(12.5%); and Richard & Margaret Story (11.66%). No other individuals or
entities own a 10% or greater ownership interest in Sacred Wind.

Qwest and Sacred Wind entered into an Agreement for Purchase and Sale of
Telephone Assets (the "Agreement") as of October 6, 2005. Pursuant to
the Agreement, Sacred Wind agreed to acquire, among other things,
certain of the assets of Qwest used in connection with the provision of
wireline telecommunications services within New Mexico in a service area
largely defined by the geographic boundaries of those portions of the
Navajo Nation Reservation within New Mexico and the adjacent
near-Reservation Tribal lands. This territory comprises Sacred Wind's
service area (the "Sacred Wind Service Area"), as determined by the New
Mexico Public Regulation Commission in its order authorizing Sacred Wind
to provide service.[^8] These assets include limited network facilities,
including access lines and customer contracts. No switching equipment or
central office equipment are included as part of the Agreement. Sacred
Wind will also assume certain liabilities. Upon receipt of required
regulatory approvals, Sacred Wind will assume responsibility for the
provision of telecommunications services to approximately 2,300 Qwest
customers on Reservation and near-Reservation tribal lands in New
Mexico.[^9] Sacred Wind and Qwest will, pursuant to applicable Federal
and state requirements, certify that they have notified all affected
customers in writing of the proposed transfer.

The consideration to be paid by Sacred Wind in exchange for the Qwest
assets will be in the form of a purchase price less an adjustment for
network expansion necessary to accommodate certain customers whose
service orders are currently being held or are pending. The adjustment
purchase price is a negative number. Accordingly, Qwest will issue to
Sacred Wind a credit for future purchase by Sacred Wind of certain
services offered by Qwest. The credit will expire five years from the
closing date.

Applicants state that the proposed transaction will serve the public
interest because: (1) consumers can expect to see greater penetration of
basic local exchange service on the Navajo Reservation and
near-Reservation, Tribal lands, which is currently an under-served area;
(2) the sale will provide direct benefits to the Navajo Nation by
increasing local exchange service and advanced services capability to
additional members of the Nation; and (3) the sale will provide economic
development opportunities to Native American communities by expanding
access to basic and advanced telecommunications services where none
exist today.

[Study Area Waiver and Related Waivers]{.underline}: The requested study
area waiver would permit Qwest to remove from its New Mexico study area
2,300 lines and would permit Sacred Wind to add those lines to its new
New Mexico study area. Sacred Wind also requests a waiver of sections
36.611, 36.612, 54.301(b), 54.314(d), and 54.903(a)(3) of the
Commission's rules in order that it may receive immediate high-cost
loop, local switching and interstate common line universal service
support. Additionally, Sacred Wind requests a waiver of sections
69.2(hh), 69.3(e)(6), and 69.3(e)(11) of the Commission's rules in order
that it may immediately participate in the National Exchange Carrier
Association's pools and tariffs. Finally, Sacred Wind posits that
section 54.305 does not apply to this transaction, however, should the
Commission find that section 54.305 does apply, Sacred Wind requests a
waiver of the rule.

[Enhanced Lifeline and Link-Up Waiver]{.underline}: Sacred Wind requests
that the Commission waive its stay on the availability of Enhanced
Lifeline and Link-Up for rural telecommunications customers on
near-Tribal lands.

**[GENERAL INFORMATION]{.underline}**

The transfer of assets identified herein has been found, upon initial
review, to be acceptable for filing as a streamlined application. The
Commission reserves the right to return any transfer of control
application if, upon further examination, it is determined to be
defective and not in conformance with the Commission's rules and
policies. Pursuant to sections 1.415 and 1.419 of the Commission's
rules, 47 CFR §§ 1.415, 1.419, interested parties may file **comments on
or before May 11, 2006** and **reply comments on or before May 18,
2006**.[^10] Unless otherwise notified by the Commission, Applicants are
permitted to transfer the assets on the 31^st^ day after the date of
this notice.[^11] Comments may be filed using: (1) the Commission's
Electronic Comment Filing System (ECFS), (2) the Federal Government's
eRulemaking Portal, or (3) by filing paper copies. *See Electronic
Filing of Documents in Rulemaking Proceedings*, 63 FR 24121 (1998).

-   Electronic Filers: Comments may be filed electronically using the
    Internet by accessing the ECFS: <http://www.fcc.gov/cgb/ecfs/> or
    the Federal eRulemaking Portal:
    [http://www.regulations.gov](http://www.regulations.gov/). Filers
    should follow the instructions provided on the website for
    submitting comments.

-   For ECFS filers, if multiple docket or rulemaking numbers appear in
    the caption of this proceeding, filers must transmit one electronic
    copy of the comments for each docket or rulemaking number referenced
    in the caption. In completing the transmittal screen, filers should
    include their full name, U.S. Postal Service mailing address, and
    the applicable docket or rulemaking number. Parties may also submit
    an electronic comment by Internet e-mail. To get filing
    instructions, filers should send an e-mail to <ecfs@fcc.gov>, and
    include the following words in the body of the message, "get form."
    A sample form and directions will be sent in response.

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-   Paper Filers: Parties who choose to file by paper must file an
    original and four copies of each filing. If more than one docket or
    rulemaking number appears in the caption of this proceeding, filers
    must submit two additional copies for each additional docket or
    rulemaking number.

Filings can be sent 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). All filings must be addressed to the Commission's
Secretary, Office of the Secretary, Federal Communications Commission.

The Commission's contractor 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]{.underline} 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, Express, and
Priority mail should be addressed to 445 12th Street, S.W., Washington
D.C. 20554.

People with Disabilities: To request materials in accessible formats for
people with disabilities (braille, large print, electronic files, audio
format), send an e-mail to <fcc504@fcc.gov> or call the Consumer &
Governmental Affairs Bureau at 202-418-0530 (voice), 202-418-0432 (tty).

**You may submit comments, identified by the above noted docket number,
by any of the following methods:**

-   Federal eRulemaking Portal:
    [http://www.regulations.gov](http://www.regulations.gov/). Follow
    the instructions for submitting comments.

-   Federal Communications Commission's Web Site:
    <http://www.fcc.gov/cgb/ecfs/>. Follow the instructions for
    submitting comments.

-   People with Disabilities: Contact the FCC to request reasonable
    accommodations (accessible format documents, sign language
    interpreters, CART, etc.) by e-mail: <FCC504@fcc.gov> or phone:
    202-418-0530 or TTY: 202-418-0432.

**In addition, one copy of each pleading must be sent to each of the
following:**

(1) The Commission's duplicating contractor, Best Copy and Printing,
    Inc., 445 12th Street, S.W., Room CY-B402, Washington, D.C. 20554,
    [www.bcpiweb.com](http://www.bcpiweb.com/); phone: (202) 488-5300
    fax: (202) 488-5563;

(2) Tracey Wilson-Parker, Competition Policy Division, Wireline
    Competition Bureau, 445 12th Street, S.W., Room 5-A103, Washington,
    D.C. 20554; e-mail: <tracey.wilson-parker@fcc.gov>;

(3) Adam Kirschenbaum, Competition Policy Division, Wireline Competition
    Bureau, 445 12th Street, S.W., Room 5-C211, Washington, D.C. 20554;
    e-mail: <adam.kirschenbaum@fcc.gov>;

(4) Gary Seigel, Telecommunications Access Policy Division, Wireline
    Competition Bureau, 445 12th Street, S.W., Room 5-A633, Washington,
    D.C. 20554; e-mail: <gary.seigel@fcc.gov>;

(5) Cathy Carpino, Telecommunications Access Policy Division, Wireline
    Competition Bureau, , 445 12th Street, S.W., Room 5-A441,
    Washington, D.C. 20554; e-mail: <cathy.carpino@fcc.gov>;

(6) Makysha Moton, Telecommunications Access Policy Division, Wireline
    Competition Bureau, , 445 12th Street, S.W., Room 5-B540,
    Washington, D.C. 20554; e-mail:
    [makysha.moton@fcc.gov](mailto:antoinette.stevens@fcc.gov); and

(7) James Bird, Office of General Counsel, 445 12th Street, S.W., Room
    8-C824, Washington, D.C. 20554; e-mail: <james.bird@fcc.gov>.

Filings and comments are also available for public inspection and
copying during regular business hours at the FCC Reference Information
Center, Portals II, 445 12th Street, S.W., Room CY-A257, Washington,
D.C. 20554. They may also be purchased from the Commission's duplicating
contractor, Best Copy and Printing, Inc., Portals II, 445 12th Street,
S.W., Room CYB402, Washington, D.C. 20554, telephone: (202) 488-5300,
fax: (202) 488-5563, or via e-mail
[www.bcpiweb.com](http://www.bcpiweb.com/).

For further information regarding the Sale of Assets Application, please
contact Tracey Wilson-Parker at (202) 418-1394, or Adam Kirschenbaum at
(202) 418-7280. For further information regarding the study area waiver,
the Parts 36, 54, and 69 waivers, and the Enhanced Lifeline and Link-Up
waiver, please contact Gary Seigel at (202) 418-0879.

\- **FCC** -

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height="6.944444444444445e-4in"}

[^1]: 47 C.F.R § 63.04; *see* 47 U.S.C. § 214.

[^2]: Counsel for Sacred Wind filed a supplement to the application on
    April 13, 2006.

[^3]: 47 C.F.R. § 36 App. (defining "study area").

[^4]: 47 C.F.R. §§ 36.611-.612, 54.301(b), 54.305, 54.314(d), 54.903(a),
    69.2(hh), 69.3(e)(6), and 69.3(e)(11).

[^5]: *See* *Federal-State Joint Board on Universal Service; Promoting
    Deployment and Subscribership in Unserved and Underserved Areas,
    Including Tribal and Insular Areas*, CC Docket No. 96-45, Order and
    Further Notice of Proposed Rulemaking, 15 FCC Rcd 17112 (2000).

[^6]: *See* 47 C.F.R. § 63.03(b)(1)(ii).

[^7]: *See* 47 C.F.R. § 63.03(b)(1)(iii).

[^8]: *Matter of the Application of Sacred Wind Communications, Inc. for
    Certificates of Financial and Technical Competency, Operating
    Authority, Public Convenience And Necessity and for Designation as
    an Eligible Telecommunications Carrier and Approval Tariffs*, Case
    No. 05-00272, Final Order (New Mexico Public Regulation Commission,
    Mar. 21, 2006).

[^9]: Sacred Wind's certificated service area wholly includes seven
    Chapters and portions of an additional twenty-two Chapters, the
    local governing structure within the Navajo Nation. Currently there
    are 110 Chapters officially recognized by the Navajo Nation.

[^10]: *See* 47 C.F.R. § 63.03(a).

[^11]: Such authorization is conditioned upon receipt of any other
    necessary approvals from the Commission in connection with the
    proposed transaction.