**DA 02-2791**

**Released: October 22, 2002**

**DOMESTIC SECTION 214 APPLICATION FILED FOR CONSENT TO ACQUISITION OF
ASSETS OF NETWORK ACCESS SOLUTIONS BY DSLnet**

**STREAMLINED Pleading Cycle Established**

**WC Docket No. 02-329**

On October 17, 2002, Network Access Solutions Corp.,
Debtor-in-Possession (NAS Corp.) and Network Access Solutions, LLC (NAS
LLC) (together, NAS); and DSLnet Communications, LLC, DSL.net, Inc., and
DSLnet Communications VA, Inc. (together, DSLnet; and together with NAS,
Applicants) filed an application pursuant to section 214 of the
Communications Act of 1934, as amended, 47 U.S.C. § 214, and sections
1.763, 63.03 and 63.04 of the Commission's rules, 47 C.F.R. §§ 1.763,
63.03, 63.04, for consent to the acquisition of certain assets and
customers of NAS by DSLnet.

Applicants assert that this application is subject to streamlined
processing under section 63.03(b)(2)(i) of the Commission's rules
because the proposed transaction would not result in DSLnet having a
market share in the interstate, interexchange market of 10 percent or
more, the proposed transaction would not result in DSLnet providing any
competitive telephone exchange services or exchange access services in
any geographic areas not also served by a dominant local exchange
carrier that is not a party to the transaction, and none of the
applicants is a dominant carrier with respect to any service.[^1]

NAS Corp. is a Delaware corporation with principal offices at Three
Dulles Tech Center, 13650 Dulles Technology Drive, Herndon, Virginia
20171. NAS LLC is a Virginia limited liability company with principal
offices also in Herndon. NAS Corp. and NAS LLC provide high-speed data
transmission service, principally using DSL technology, with NAS LLC
operating only in Virginia.

DSLnet Communications, LLC is a Delaware limited liability company.
DSLnet Communications VA, Inc. is a Virginia corporation. Both have
principal offices located at 545 Long Wharf Drive, Fifth floor, New
Haven, Connecticut 06511 and are wholly owned by DSL.net, Inc., a
Delaware corporation with its principal offices located at the same
address. DSLnet provides high-speed data transmission service,
principally using DSL technology. DSLnet is authorized to provide
facilities-based and/or resold local exchange and interexchange
telecommunications services in 50 states and local exchange service in
the District of Columbia pursuant to certification, registration or
tariff requirements, or on a deregulated basis.

On June 4, 2002, Network Access Solutions Corp., along with certain of
its affiliates, filed for protection under the United States Bankruptcy
Code, 11 U.S.C. §§ 101-1330, with the United States Bankruptcy Court for
the District of Delaware (U.S. Bankruptcy Court). Pursuant to section
63.03(d)(2) of the Commission's rules, 47 C.F.R. § 63.03(d)(2), NAS has
previously notified the Commission of the transfer of control of NAS to
NAS as a Debtor-in-Possession.

As part of the NAS reorganization, on October 16, 2002, NAS, together
with certain of its wholly-owned subsidiaries (collectively, Sellers),
and DSLnet executed an asset purchase agreement (the Agreement),
whereby, among other transactions in connection with the Agreement,
Sellers will sell to DSLnet certain NAS assets and data customer
accounts. The assets being transferred include network equipment
supporting the provision of high-speed data service and certain data
services accounts. None of the customers involved in the proposed
transaction receives circuit-switched local exchange, intraLATA toll or
interLATA toll services from NAS. The NAS assets and customer base to be
acquired are located in Connecticut, the District of Columbia, Delaware,
Maryland, Massachusetts, New Jersey, New York, Pennsylvania, and
Virginia, jurisdictions in which DSLnet already provides data
telecommunications services.

Applicants request expedited consideration of their application in order
to allow NAS to transfer the assets immediately upon the approval of the
sale by the United States Bankruptcy Court. Applicants state that the
proposed transaction is an important component of the NAS
reorganization, and that securing the necessary regulatory authority on
an expedited basis is key to stabilizing the assets to be sold, thereby
reducing the risk of service disruption for NAS' customers.

Applicants assert that the proposed transaction is in the public
interest because it will promote the continuation of service to NAS'
current data customers and will allow DSLnet to expand its operations in
a cost-efficient manner, thereby enhancing its competitive position and
ability to provide high-quality data services. Applicants state that the
integration of the NAS assets into DSLnet's network will proceed
smoothly due to the companies' similar network configuration and service
offering, and that the NAS customers acquired by DSLnet will be served
by a strong data service provider with a well qualified technical and
operational management team. DSLnet states that it can operate the
purchased assets in an efficient and economical manner and bring a
stronger financial basis to these operations.

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

The transfer of control application 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. Interested parties may file **comments within 14 days** and
**reply comments within 21 days** of this notice.[^2] Unless otherwise
notified by the Commission, an applicant is permitted to transfer
control of the domestic lines or authorization to operate on the 31^st^
day after the date of this notice. Comments may be filed using the
Commission\'s Electronic Comment Filing System (ECFS) or by filing paper
copies. *See Electronic Filing of Documents in Rulemaking Proceedings*,
63 Fed. Reg. 24121 (1998).

Comments filed through the ECFS can be sent as an electronic file via
the Internet to \<http://www.fcc.gov/e-file/ecfs.html\>. Generally, only
one copy of an electronic submission must be filed. If multiple docket
or rulemaking numbers appear in the caption of this proceeding, however,
commenters must transmit one electronic copy of the comments to each
docket or rulemaking number referenced in the caption. In completing the
transmittal screen, commenters 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 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.

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
appear in the caption of this proceeding, commenters 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). The Commission\'s contractor, Vistronix, 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, SW, Washington, D.C. 20554. All filings must be
addressed to the Commission\'s Secretary, Office of the Secretary,
Federal Communications Commission.

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

(1) the Commission's duplicating contractor, Qualex International, 445
    12^th^ Street, S.W., Room CY-B402, Washington, D.C. 20554; e-mail:
    <qualexint@aol.com;> facsimile: (202) 863-2898; phone: (202)
    863-2893.

(2) Tracey Wilson, Competition Policy Division, Wireline Competition
    Bureau, 445 12^th^ Street, S.W., Room 5-C437, Washington, D.C.
    20554; e-mail: [twilson@fcc.gov](mailto:jmyles@fcc.gov), and

(3) Dennis Johnson, Competition Policy Division, Wireline Competition
    Bureau, 445 12^th^ Street, S.W., Room 6-A461, Washington, D.C.
    20554; e-mail: <dcjohnso@fcc.gov>; and

(4) Imani Ellis-Cheek, Telecommunications Division, International
    Bureau, 445 12^th^ Street, S.W., Room 6-A739, Washington, D.C.
    20554; email: <iellis@fcc.gov>; and

(5) Nandan Joshi, Office of General Counsel, 445 12^th^ Street, S.W.,
    Room 8-A820, Washington, D.C. 20554; e-mail: <njoshi@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, SW, Room CY-A257, Washington, DC,
20554. They may also be purchased from the Commission\'s duplicating
contractor, Qualex International, Portals II, 445 12th Street, SW, Room
CY-B402, Washington, DC, 20554, telephone 202-863-2893, facsimile
202-863-2898, or via e-mail <qualexint@aol.com>.

For further information, please contact Tracey Wilson, at (202) 418-1394
or Bill Dever, Competition Policy Division, Wireline Competition Bureau
at (202) 418-1578.

\- **FCC** -

[^1]: *See* 47 C.F.R. § 63.03(b)(2)(i).

[^2]: *See* 47 C.F.R. § 63.03(a).